Netlist, Inc. — Director's Dealing 2006

Nov 29, 2006

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: NETLIST INC (NLST)
CIK: 0001282631
Period of Report: 2006-11-29

Reporting Person: Kim Lee (VP, CFO and Secretary)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$2.55	2016-01-13	Common Stock (127500)		Direct
Employee Stock Option (right to buy)	$7.00	2016-08-07	Common Stock (85000)		Direct

Footnotes

F1: The option vests as to 31,875 shares on January 13, 2007. Thereafter, the option vests in 36 equal monthly installments. The first such installment of 2,656 shares will vest on February 13, 2007.

F2: The option vests in sixteen equal quarterly installments. The first such installment of 5,313 shares vested on November 7, 2006.