We are pleased to announce that we will retain the same Atari
matching contribution to the 401-K Plan for calendar year 1989 that we had
in 1988.  The matching contribution will work as follows:

             Employee                  Atari                       Total
      Contribution Amount       Matching Contribution           Contribution

        First $  500                $1,000                        $1,500
        Next   3,000                 1,500                         4,500
        Next   3,813                  -0-                          3,500

       Totals $7,313                $2,500                        $9,500

This means Atari contributes $2.00 for each $1.00 you contribute up to $500,
thereafter from $501 to $3,500 Atari contributes $.50 for each $1.00 you
contribute.  Even if you can only contribute $10 per week you get $20 from
Atari, which means at the end of one year you would have $1,500 in your 401-K
account.  Not bad!

Please remember that your contributions can be spread over the entire
calendar year, and that the above matching will apply throughout calendar
1989.  Also, the $7,313 illustrated is the maximum that can be contributed
by any employee based on 1988's maximum.  This amount will be increased for
1989, and you will be advised of the new maximum amount at a later date.

This Atari Matching Contribution is effective for 1989 only.  A decision on
Atari's Matching Contribution for 1990 will be made in December 1989.


Human Resources