Ramius Group Believes Its Nominees Are More Qualified to Oversee Phoenix Technologies Ltd.

Starboard Value and Opportunity Master Fund Ltd., an affiliate of Ramius Capital Group, L.L.C. (together, "Ramius”), today urged stockholders to support its industry-expert nominees at the upcoming Annual Meeting of Stockholders of Phoenix Technologies Ltd. ("Phoenix” or the "Company”) (NASDAQ: PTEC). Ramius Executive Managing Director Jeffrey C. Smith stated, "As one of Phoenix’s largest stockholders, we feel strongly that the Company should have the best possible board. The prior board yielded to the pressures of being a public company. Since the Company will remain public, it is absolutely imperative that the board has the most qualified directors.” "Unlike Chairman Dury and Dr. Elgamal, Ramius’ nominees are independent industry experts who are more qualified to oversee the Company at this critical time. We urge all Phoenix stockholders to vote for Ramius nominees John Mutch and Philip Moyer in the upcoming election,” added Smith. In addition, Ramius commented on the ISS and Glass Lewis reports. Smith stated, "Although ISS and Glass Lewis each conducted a thoughtful analysis of the situation, both firms unfortunately based their conclusions on outdated information. Ramius has withdrawn its offer for the Company, and our nominees are committed to acting in the best interest of all Phoenix stockholders.” In its report, Glass Lewis identified several significant issues that Phoenix stockholders should keep in mind as they cast their votes, including the fact that Phoenix nominee David Dury, who is not an independent director, served on the Company’s nominating and governance committee, which Glass Lewis believes should consist entirely of independent directors. In Glass Lewis’ opinion, the Company’s compensation committee, of which Phoenix nominee Taher Elgamal was a member, did not effectively serve Phoenix stockholders in 2006, and Glass Lewis assigned an "F” grade to Phoenix’s compensation practices. Glass Lewis acknowledged in its report that, if this were not a contested election, "Based on the stated issues, we would generally recommend that shareholders withhold their support for nominees Dury and Elgamal.” Ramius urges all Phoenix stockholders to sign, date and return the WHITE proxy card by the February 14, 2007 deadline. Stockholders who have questions or need assistance in voting their WHITE proxy card should call Ramius’ proxy solicitors, Innisfree M&A Incorporated at (877) 800-5185. About Ramius Capital Group, L.L.C. Ramius Capital Group is a registered investment advisor that manages assets of approximately $7.9 billion in a variety of alternative investment strategies. Ramius Capital Group is headquartered in New York with offices located in London, Tokyo, Hong Kong, Munich, and Vienna. CERTAIN INFORMATION CONCERNING THE PARTICIPANTS On January 25, 2007, Starboard Value and Opportunity Master Fund Ltd., an affiliate of Ramius Capital Group, L.L.C. ("Ramius Capital”), together with the other participants named herein, made a definitive filing with the Securities and Exchange Commission ("SEC”) of a proxy statement and an accompanying proxy card to be used to solicit votes for the election of its two nominees at the 2007 annual meeting of stockholders of Phoenix Technologies Ltd., a Delaware corporation (the "Company”). RAMIUS CAPITAL ADVISES ALL STOCKHOLDERS OF THE COMPANY TO READ THE DEFINITIVE PROXY STATEMENT BECAUSE IT CONTAINS IMPORTANT INFORMATION. SUCH DEFINITIVE PROXY STATEMENT IS AVAILABLE AT NO CHARGE ON THE SEC’S WEB SITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS IN THE PROXY SOLICITATION WILL PROVIDE COPIES OF THE DEFINITIVE PROXY STATEMENT WITHOUT CHARGE UPON REQUEST. REQUESTS FOR COPIES SHOULD BE DIRECTED TO THE PARTICIPANTS’ PROXY SOLICITOR, INNISFREE M&A INCORPORATED, AT ITS TOLL-FREE NUMBER: (877) 800-5185. The participants in the proxy solicitation are Starboard Value and Opportunity Master Fund Ltd., a Cayman Islands exempted company ("Starboard"), Parche, LLC, a Delaware limited liability company ("Parche"), Admiral Advisors, LLC, a Delaware limited liability company, Ramius Capital Group, L.L.C., a Delaware limited liability company ("Ramius Capital"), C4S & Co., L.L.C., a Delaware limited liability company ("C4S”), Peter A. Cohen, Morgan B. Stark, Thomas W. Strauss, Jeffrey M. Solomon, John Mutch, Philip Moyer and Jeffrey C. Smith (the "Participants”). Starboard beneficially owns 2,774,471 shares of Common Stock of the Company. Parche beneficially owns 528,470 shares of Common Stock of the Company. As the investment manager of Starboard and the managing member of Parche, Admiral Advisors may be deemed to beneficially own the 2,774,471 shares of Common Stock of the Company owned by Starboard and the 528,470 shares of Common Stock of the Company owned by Parche. As the sole member of Admiral Advisors, Ramius Capital may be deemed to beneficially own the 2,774,471 shares of Common Stock of the Company owned by Starboard and the 528,470 shares of Common Stock of the Company owned by Parche. As the managing member of Ramius Capital, C4S may be deemed to beneficially own the 2,774,471 shares of Common Stock of the Company owned by Starboard and the 528,470 shares of Common Stock of the Company owned by Parche. As the managing members of C4S, each of Mr. Cohen, Mr. Stark, Mr. Strauss and Mr. Solomon may be deemed to beneficially own the 2,774,471 shares of Common Stock of the Company owned by Starboard and the 528,470 shares of Common Stock of the Company owned by Parche. Mr. Mutch beneficially owns 200,000 shares of Common Stock of the Company. Mr. Moyer does not beneficially own any shares of Common Stock of the Company. Mr. Smith does not beneficially own any shares of Common Stock of the Company.