Palm Completes Acquisition of Be Incorporated;  Assets and Engineering Talent to
Augment Palm OS Business Capability



SANTA CLARA and MENLO PARK, Calif., Nov. 13, 2001 -- Palm, Inc. (Nasdaq:  PALM),
the leading provider of operating systems for use in handheld  computers and the
leading  provider  of  handhelds,  and  Be  Incorporated  (Nasdaq:  BEOS)  today
announced  the  completion of Palm's  acquisition  of  substantially  all of the
intellectual  property and other  technology  assets of Be Incorporated  for $11
million in Palm stock.  In conjunction  with the completion of the  acquisition,
Palm also has hired several key members of Be's  engineering  team. The deal was
approved by Be stockholders yesterday.

The  acquisition  --  related  to Palm's  strategy  to  separate  the Palm OS(R)
platform  business  from the  Solutions  Group -- will  augment  the  platform's
business  capability in  user-centric  communications,  Internet and  multimedia
technologies.  Market-research  firm IDC estimates that the Palm OS will be used
in 59.5 percent of the personal companions shipped worldwide by the end of 2001.


About Palm, Inc.

Palm, Inc. is a pioneer in the field of mobile and wireless  Internet  solutions
and a leading provider of handheld computers,  according to IDC (December 2000).
Based on the Palm OS(R)  platform,  Palm's  handheld  solutions  allow people to
carry and access their most  critical  information  wherever  they go.  Palm(TM)
handhelds  address  the  needs  of  individuals,   enterprises  and  educational
institutions through thousands of application solutions.

The Palm OS platform is also the foundation  for products from Palm's  licensees
and strategic partners, such as Franklin Covey, Handspring,  IBM, Kyocera, Sony,
Symbol  Technologies,  and HandEra (formerly TRG). The Palm Economy is a growing
global community of industry-leading  licensees,  world-class OEM customers, and
approximately  170,000  innovative  developers and solution  providers that have
registered to develop solutions based on the Palm OS platform.  Palm went public
on March 2, 2000.  Its stock is traded on the Nasdaq  national  market under the
symbol PALM. More information is available at http://www.palm.com.

About Be Incorporated

Founded in 1990, Be  Incorporated  creates  software  solutions that enable rich
media and Web experiences on personal  computers and Internet  appliances.  Be's
headquarters are in Menlo Park, California.  It is publicly traded on the Nasdaq
National  Market  under  the  symbol  BEOS.  Be  can  be  found  on  the  Web at
http://www.be.com.

                                      # # #

Palm OS is a registered  trademark and Palm is a trademark of Palm,  Inc.  Other
brands may be trademarks of their respective owners.


Safe-harbor Statement

This press release contains  forward-looking  statements about the effect of the
acquisition of Be assets on Palm's platform business' future capabilities. These
statements are subject to risks and  uncertainties,  including Palm's ability to
successfully  integrate  Be's  employees and  technologies.  For a discussion of
additional risks related to the acquisition, please see the section titled "Risk
Factors" contained in amendment No. 2 to Palm's  registration  statement on Form
S-4 filed with the Securities and Exchange Commission on October 5, 2001.


CONTACTS:

Jenny Gispen-Schultz (media relations)
Palm, Inc. (media relations)
408.878.2453
jenny.gispen.schultz@corp.palm.com

Guillaume Perrotin (investor relations)
Be Incorporated
650.462.4100
perrotin@be.com