Effective April 3, 1989, the following personnel changes were
made at Atari Games and Tengen.

Mr. Dan Van Elderen has been appointed Chief Operating Officer
and Executive Vice President of Tengen.  Mr. Randall Broweleit
will continue as Sr. Vice President of Tengen, reporting to
Mr. Van Elderen.  Mr. Broweleit will assume all the
responsibilities connected with sales and marketing.
Mr. Van Elderen will be responsible for the administration,
finance and engineering functions of the company.  As the Chief
Operating Officer, Mr. Van Elderen will also be responsible for
the overall functions of Tengen.

The aforementioned personnel changes were made in anticipation of
Tengen's annual sales expanding to potentially three to four
times it's current 30M.

Mr. Lyle Rains, ready for something new, is stepping aside as Sr.
Vice President of Engineering and his new functions within Atari
will focus on technological developments.  Atari Games expects
great contributions from Mr. Rains in this area.

Mr. Richard Moore has been promoted to Vice President of
Engineering and will be responsible for all engineering
operations.  His more than 10 years of experience in game design
and junior management certainly enables him to be a great asset
to Atari Games in his new capacity as Vice President.

Mr. John Klein has resigned from Atari for personal reasons.
Mr. Robert Sheffield has been promoted to Vice President of the
Finance Department and Chief Financial Officer of Atari Games.
Mr. Klein, however, will continue to serve as a consultant,
assisting us with his vast knowledge of finance.

Let's continue our strong support of this new management as they
address their new responsbilities and help lead our companies
toward future prosperity.

   THE FOLLOWING MESSAGE IS INTENDED AS A SURPRISE FOR DAN, LYLE & RICH !!!

      Tomorrow at 4:00 pm - Atari Cafeteria
      Cake and Champagne for Dan, Lyle & Rich.

      Karen Graham and Ken Hata have designed a paper "yellow power tie"
      (no time to order T-shirts) which will be passed out in the morning.
      Marty Viljamma will be taking a group photo of "Dan's kids" before
      during or after the cake and champagne which I'm sure will be hung
      with distinction in Dan's new executive office.  Please dress
      according.  

      If you would like to contribute to the cake and champagne (donut fund
      is truly on it's last legs), please drop off a $1.00 on my desk.

      Remember we would like to keep this as a SURPRISE!

      cynde