THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Phoenix Technologies Ltd. (PTEC)

1/27/2006 Proxy Information

During the Last Fiscal Year, Anneke Dury, the wife of Compensation Committee member David Dury, received $56,700 in compensation for consulting services rendered to the Company. Ms. Dury has provided and is expected to continue to provide consulting services to the Company during the fiscal year ending September 30, 2006.

Mr. Huang served as Chairman, President and Chief Executive Officer of Award Software International, Inc. from July 1993 until it merged with Phoenix Technologies Ltd.

1/11/2005 Proxy Information

During the Last Fiscal Year, Anneke Dury, the wife of Board member David Dury, received $56,700 in compensation for consulting services rendered to the Company. Ms. Dury has provided and is expected to continue to provide consulting services to the Company during the fiscal year ending September 30, 2005.

David Dury is not independent under the NASD Rules because his wife received $69,300 from the Company in compensation for consulting services during fiscal year 2003.

George C. Huang is Chief Executive Officer and Chairman of FutureDial, Inc., Chairman of GCH Systems, Inc. (GCH) and Vice Chairman of Phoenix Technologies Ltd.

2/17/2004 Proxy Information

During the fiscal year ended September 30, 2003, the Company did not engage in any transaction or series of similar transactions in which the amount involved exceeded or exceeds $60,000 and in which any of our directors or executive officers, any holder of more than 5% of any class of our voting securities or any member of the immediate family of any of the foregoing persons had or will have a direct or indirect material interest, nor was any director or executive officer or any of their family members indebted to us or any of our subsidiaries in any amount in excess of $60,000 at any time, other than the transactions described below.

During the fiscal year ended September 30, 2003, Anneke Dury, the wife of Board member David Dury, received $69,300 in compensation for consulting services rendered to the Company.