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T/R Systems Adopts Shareholder Rights Plan

Press release from the issuing company

Atlanta, GA,-- T/R Systems, Inc. (NASDAQ: TRSI) announced today that its Board of Directors has adopted a shareholder rights plan that provides for rights to be issued to shareholders of record on November 27, 2000. "This action was taken after long and careful study," said Michael E. Kohlsdorf, T/R Systems' President, CEO and member of the Board. "The new plan is intended to protect the Company and its shareholders from potentially coercive takeover practices or takeover bids that are inconsistent with the interests of the Company and its other constituents." Under the plan, the rights will initially trade together with the common stock and will not be exercisable. In the absence of further Board action, the rights generally will become exercisable and allow the holder to acquire common stock at a discounted price if a person or group acquires 15 percent or more of the outstanding shares of T/R Systems' common stock. Rights held by persons who exceed the applicable threshold will be void. In certain circumstances, the rights will entitle the holder to buy shares in an acquiring entity at a discounted price. T/R Systems' Board of Directors may, at its option, redeem all rights for $.01 per right generally at any time prior to the rights becoming exercisable. The rights will expire on November 27, 2010, unless earlier redeemed, exchanged or amended by the Board of Directors. The issuance of the rights is not a taxable event, will not affect T/R Systems' reported financial condition or results of operations (including earnings per share) and will not change the way in which T/R Systems' common stock is currently traded. About T/R Systems T/R Systems (www.trsystems.com) is a leader in developing innovative software solutions for the management and production of digital communications that optimize document workflow from the point of document creation until the document reaches its final destination. T/R Systems' software products overcome the limitations of hardware through advanced functionality and superior design so that customers benefit from easy-to-use, easy-to-grow and easy-to-manage applications. To date, T/R Systems' has shipped more than 1,400 solutions to a broad spectrum of customers, including corporations, colleges and universities, facilities managers and print-for-pay service providers. Despite the seemingly different requirements of each of these groups, the one constant is their desire to provide effective and efficient document production services to their customers. T/R Systems has more than 30 patents issued, allowed or pending that protect its intellectual property and is publicly traded on the Nasdaq National Market under the symbol TRSI.