Transitive Corporation Closes $11.5M Funding Round with Accel Partners, Pond Ventures and Crescendo Ventures

Names Industry Veteran Carl Everett to Board of Directors

Los Gatos, Calif. – September 20, 2004 – Transitive Corporation, the leading provider of software that enables transportability of applications across multiple processor and operating system pairs, today announced that it secured $11.5 million in Series C financing led by Accel Partners. Existing investors, Pond Ventures and Crescendo Ventures, also participated in the round. Transitive will direct the new funding toward the expansion of its marketing and sales activities.

Mr. Carl Everett, a partner with Accel, will represent Accel as a member of Transitive’s board of directors. Mr. Peter Wagner, a managing partner with Accel, will also participate on Transitive’s board as an observer.

“Transitive’s breakthrough hardware virtualization technology is significantly changing the dynamics of the computer industry,” said Bob Wiederhold, President and CEO of Transitive. “Closing a financing round at a significant increase in valuation is a strong testament to the progress we’ve made in bringing our technology to the marketplace, implementing our business model and building strong customer relationships.”

Transitive’s software technology allows other application software that has been compiled for one processor/operating system to be run on another processor/operating system without any source code or binary changes. Transitive recently announced its QuickTransit® product line and expects to announce customer successes by the end of 2004.

Carl Everett is currently a member of the Board of Directors at FormFactor (NASDAQ: FORM) and in addition serves as independent Board of Director member at two privately held companies, Cooligy and Topspin Communications, an Accel portfolio company.

Carl served as senior vice president of Dell Computer Corporation’s Personal Systems Group. He was responsible for worldwide development and marketing of all Dell desktop, workstation and notebook product lines, as well as the strategic technology direction for Dell’s award-winning client systems. During his tenure, Dell captured the number one worldwide position in workstations, as well as desktop and notebook personal computers. Prior to Dell, Carl enjoyed a 20-year career with Intel Corporation leading many of Intel’s strategic efforts in setting industry and technology directions.

Peter Wagner has worked in networking and computing since the mid-1980s, as a physicist, line manager and venture investor. He focuses on networked infrastructure, including the communications, computing, storage, and wireless sectors. Since joining Accel in 1996, he has led investments in over 30 early stage companies, many of which have gone on to complete IPO’s or successful acquisitions.

About Transitive Corporation

Transitive Corporation is a pioneer and leader in providing solutions that allow the transportability of software applications across multiple hardware platforms. The company’s hardware virtualization technology allows software applications that have been compiled for one processor/operating system to run on another without any source code or binary changes and at speeds comparable to native ports. The technology dramatically reduces software developers’ cost, risk, and time-to-market of supporting multiple hardware platforms, facilitates OEM customers’ migration to new platforms, and makes significantly more software available on hardware platforms. Transitive Corporation is located in Los Gatos, California with a research and development team in Manchester, England. The company is privately held, with funding participation by Pond Venture Partners Ltd., Manchester Technology Fund, Crescendo Ventures and Accel Partners. For more information, please visit Transitive’s website at http://www.transitive.com

About Accel Partners

Founded in 1983, Accel Partners has a history of excellence and innovation in the venture capital business. The firm is dedicated to partnering with outstanding management teams to build world-class Internet, software and networking companies. With over $3 billion under management, Accel Partners has a long legacy of helping entrepreneurs build highly successful companies. Accel portfolio companies have completed IPOs that have created well over $100 billion in market capitalization. Accel has a history of backing category-defining companies, which include Actuate, Agile Software, AMCC, Arrowpoint, Foundry, Macromedia, Portal, Polycom/PictureTel, Uunet, Veritas, and Real Networks. For more information, visit the Accel Partners web site at http://www.accel.com.

About Crescendo Ventures

Crescendo Ventures is a global venture capital firm that provides early-stage funding and growth resources to high-potential companies in the communications and enterprise infrastructure industries. By collaborating with entrepreneurial teams to grow market-leading companies, Crescendo Ventures uses its industry expertise, team-based development model and global network to help high-growth companies achieve their full potential. Founded in 1993, Crescendo Ventures manages more than $1 billion from its headquarters in Palo Alto, California and offices in Minneapolis and London. For additional information on Crescendo Ventures or their portfolio, please visit http://www.crescendoventures.com.

Pond Venture Partners

Pond Venture Partners Ltd. manages venture capital funds exclusively targeting early-stage technology companies in the UK and Europe. By working closely with founders and management to add value to its companies, through customer introductions at senior levels, helping establish US and Japanese operations, and managing subsequent venture rounds, Pond is bringing Silicon Valley-style venture capital to Europe. With offices in London and Silicon Valley, Pond has $90 million under management. Pond is regulated by FSA. For more information please see our web site at http://www.pondventures.com.

Transitive, QuickTransit and the Transitive logo are registered trademarks of Transitive Corporation and/or its affiliates in the United States and other countries. All other company and product names may be trademarks of their respective owners.