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TABLE OF CONTENTS


CORPORATE STRUCTURE			6

The Company			6
Intercorporate Relationships			6

GENERAL DEVELOPMENT OF THE BUSINESS			6

NARRATIVE DESCRIPTION OF THE BUSINESS			8

Overview			8
Industry Background			10
Success Factors			12
Strategy			15
Products and Services			16
Third Party Software Developers			20
Industry Associations			20
Sales, Marketing and Distribution			21
Customers			21
Competition			22
Product Design, Engineering and Research & Development			23
Intellectual Property			25
Production			26
Regulatory Matters			26
Environmental Regulations and Costs			27
Employees			27
Facilities			28
Legal Proceedings			29
Risk Factors			35

DIVIDEND POLICY			57

DESCRIPTION OF SHARE CAPITAL			57

Common Shares			58
Class A Common Shares			58
Preferred Shares			58

MARKET FOR SECURITIES OF THE COMPANY			59

DIRECTORS AND OFFICERS			59

TRANSFER AGENTS AND REGISTRARS			64

MATERIAL CONTRACTS			64

INTERESTS OF EXPERTS			64

ADDITIONAL INFORMATION & DOCUMENTS INCORPORATED BY REFERENCE			64

GLOSSARY			66

APPENDIX A			72

CHARTER OF THE AUDIT COMMITTEE			72

1. AUTHORITY			72

2. PURPOSE OF THE COMMITTEE			72

3. COMPOSITION OF THE COMMITTEE			72

4. MEETINGS OF THE COMMITTEE			73

ANNUAL INFORMATION FORM

CERTAIN INTERPRETATION MATTERS

Unless the context otherwise requires, all references to the “Company” or “RIM” include Research In Motion Limited and its predecessors. Certain terms have the meanings specified in the Glossary. All dollar references, unless otherwise noted, are in United States dollars.

The BlackBerry and RIM families of related marks, images and symbols are the exclusive properties and trademarks of Research In Motion Limited. RIM, Research In Motion, BlackBerry and Suretype are registered with the U.S. Patent and Trademark Office and such names may be pending or registered in other countries. All other brands, product names, company names, trademarks and service marks are the properties of their respective owners.

Special Note Regarding Forward-Looking Statements

This Annual Information Form (“AIF”) contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws, including statements relating to:

	•		business trends;

	•		the Company’s expectations with respect to the demand for wireless devices and services;

	•		the Company’s expectations with respect to factors influencing the commercial success in the wireless solutions and services market;

	•		competition and changes in the competitive landscape;

	•		the Company’s management and protection of intellectual property and other proprietary rights;

	•		the Company’s expectations regarding foreign sales;

	•		the Company’s plans and expectations with respect to matters relating to its historical stock option granting practices, including regulatory investigations and litigation in connection therewith;

	•		other potential legal proceedings and the Company’s liability under current legal proceedings; and

	•		the Company’s dividend policy and sufficiency of its financial resources.

The words “expect”, “anticipate”, “estimate”, “may”, “will”, “should”, “intend”, “believe”, “plan” and similar expressions are intended to identify forward-looking statements. Forward-looking statements are based on estimates and assumptions made by RIM in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors that RIM believes are appropriate in the circumstances. Many factors could cause RIM’s actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements, including, without limitation, the following factors, which are discussed in greater detail in the“Risk Factors” section of this AIF.

	•		risks related to the restatement of RIM’s previously filed financial statements as a result of its internal review of its stock option granting practices, and regulatory investigations or litigation relating to those matters, including possible sanctions or penalties against the Company or its directors or officers;

	•		third-party claims for infringement of intellectual property rights by RIM and the outcome of any litigation with respect thereto;

	•		RIM’s ability to successfully obtain patent or other proprietary or statutory protection for its technologies and products;

	•		RIM’s ability to obtain rights to use software or components supplied by third parties;

	•		RIM’s ability to enhance current products and develop new products;

	•		RIM’s ability to establish new, and to build on existing, relationships with its network carrier partners and distributors;

	•		RIM’s dependence on its carrier partners to grow its BlackBerry subscriber account base;

	•		RIM’s dependence on a limited number of significant customers;

	•		the efficient and uninterrupted operation of RIM’s network operations center and the networks of its carrier partners;

	•		the occurrence or perception of a breach of RIM’s security measures, or an inappropriate disclosure of confidential or personal information;

	•		RIM’s ability to manage production facilities and its reliance on third-party manufacturers for certain products;

	•		RIM’s reliance on its suppliers for functional components and the risk that suppliers will not be able to supply components on a timely basis or in sufficient quantities;

	•		the continued quality and reliability of RIM’s products and services;

	•		risks associated with RIM’s expanding foreign operations;

	•		restrictions on import and use of RIM’s products in certain countries due to encryption of the products and services;

	•		effective management of growth and ongoing development of RIM’s service and support operations;

	•		risks associated with acquisitions, investments and other business initiatives;

	•		reduced spending by customers due to the uncertainty of economic and geopolitical conditions;

	•		intense competition within RIM’s industry, including the possibility that strategic transactions by RIM’s competitors or carrier partners could weaken RIM’s competitive position or that RIM may be required to reduce its prices to compete effectively;

	•		dependence on key personnel and RIM’s ability to attract and retain key personnel;

	•		reliance on third-party network infrastructure developers and software platform vendors;

	•		foreign exchange risks;

	•		changes in interest rates affecting RIM’s investment portfolio and the creditworthiness of its investment portfolio;

	•		government regulation of wireless spectrum and radio frequencies;

	•		the costs and burdens of compliance with new government regulations;

	•		continued use and expansion of the Internet;

	•		regulation, certification and health risks, and risks relating to the misuse of RIM’s products;

	•		tax liabilities, resulting from changes in tax laws or otherwise, associated with RIM’s worldwide operations; and

	•		difficulties in forecasting RIM’s quarterly financial results and the growth of its subscriber base.

These factors should be considered carefully, and readers should not place undue reliance on RIM’s forward-looking statements. RIM has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

CORPORATE STRUCTURE

The Company

The Company was incorporated under the Business Corporations Act (Ontario) (“OBCA”) on March 7, 1984 and commenced operations at that time. The Company has amalgamated with several of its wholly-owned subsidiaries, the last amalgamation occurring on February 24, 2003 through the filing of articles of amalgamation under the OBCA on February 24, 2003. RIM’s registered and principal business office is 295 Phillip Street, Waterloo, Ontario, N2L 3W8, telephone: (519) 888-7465, telecopier: (519) 888-6906.

Intercorporate Relationships

The Company has three material subsidiaries. All are wholly owned, directly or indirectly, by RIM.


Name of Subsidiary		Jurisdiction of Incorporation or Organization
Research In Motion Corporation		Delaware, U.S.A.
Research In Motion UK Limited		England and Wales
RIM Finance, LLC		Delaware, U.S.A.

GENERAL DEVELOPMENT OF THE BUSINESS

RIM is a leading designer, manufacturer and marketer of innovative wireless solutions for the worldwide mobile communications market. Through the development of integrated hardware, software and services that support multiple wireless network standards, RIM provides platforms and solutions for seamless access to time-sensitive information including email, phone, SMS messaging, Internet and intranet-based applications. RIM technology also enables a broad array of third party developers and manufacturers to enhance their products and services with wireless connectivity to data.

RIM’s portfolio of award-winning products, services and embedded technologies are used by thousands of organizations around the world and include the BlackBerry wireless platform, the RIM Wireless Handhelds™ product line, software development tools and other hardware and software.

Significant product and business developments over the last three fiscal years have been as follows:

Fiscal 2008

	•		The BlackBerry subscriber base increased to over 14 million users from 8 million the previous year;

	•		Launched a number of new handsets including the BlackBerry 8300 series (BlackBerry 8310, BlackBerry 8320 and BlackBerry 8330), additional BlackBerry 8800 series (BlackBerry 8820, BlackBerry 8830 World Edition) and additional 8100 series (BlackBerry 8110, BlackBerry 8120, BlackBerry Pearl 8130);

	•		Added over 80 new carrier and distribution channel relationships for a total of over 350 carriers and distribution channels in 135 countries;

	•		Launched BlackBerry Professional software for small and medium sized businesses and BlackBerry Unite! for the home computer;

	•		Launched BlackBerry Connect™ service on five new devices with more than 20 carrier partners worldwide;

	•		Launched BlackBerry Enterprise Server™ enhancements for v4.1.5;

	•		Launched the first devices (BlackBerry 8820, 8320 and 8120) with WiFi; and

	•		Attained Common Criteria EAL 2+ certification for BlackBerry Enterprise Server 4.1.3 and BlackBerry Wireless Handheld Software 4.1.0.

Fiscal 2007

	•		The BlackBerry subscriber base increased to more than 8 million users from 4.9 million the previous year;

	•		Launched a number of new handsets including the BlackBerry Pearl with camera and multimedia capabilities, the BlackBerry 8800 with built-in GPS and the BlackBerry 8703e™;

	•		Added 100 new carrier relationships for a total of over 270 carriers in 110 countries;

	•		Launched BlackBerry Enterprise Server Express™ for small and medium-sized businesses and BlackBerry Enterprise Server for MDS Applications™ and announced Hosted BlackBerry Enterprise Server™;

	•		Launched BlackBerry Connect™ service on 50 new devices with 80 carrier partners worldwide;

	•		Acquired Ascendent Systems, to enable PBX integration in instant messaging and unified communications platforms which allows RIM to offer an increasingly differentiated wireless offering;

	•		Acquired SlipStream Data Inc., to leverage their proprietary compression algorithms that will significantly increase the speed of on-device internet browsing, email and attachment downloads as well as improve overall battery life and bandwidth efficiency of Blackberry devices;

	•		Expanded global relationship with Yahoo! and Launched Yahoo! Go for Mobile 2.0; and

•

Announced enhancement to the BlackBerry Smart Card Reader to enable controlled access to PCs.

Fiscal 2006

	•		The BlackBerry subscriber base nearly doubled to over 4.9 million subscribers from 2.5 million the previous year;

	•		Launched several new handsets including the BlackBerry 8700 Series, the BlackBerry 7130e™, the BlackBerry 7270™, the BlackBerry 7105t™ and the BlackBerry 7100i™;

	•		Added 110 new carrier relationships for a total of over 160 carriers in over 60 countries;

	•		Launched BlackBerry Enterprise Server™ v4.1 and BlackBerry Mobile Data System™ (MDS) v4.1;

	•		Added instant messaging support through agreements with Novell^® GroupWise^®, AOL^®, Yahoo!^® and Google^®;

	•		Launched BlackBerry Connect™ service on 12 new devices with 33 carrier partners worldwide;

	•		Announced an extensive technology collaboration with Intel^® Corporation;

	•		Launched the BlackBerry Smart Card Reader™, a lightweight, wearable smart card reader that enables controlled access to BlackBerry devices using Bluetooth^® technology and advanced AES-256 encryption;

	•		Launched BlackBerry Internet Service™ v2.0; and

	•		Concluded litigation proceedings with NTP, Inc. in the United States.

NARRATIVE DESCRIPTION OF THE BUSINESS

Overview

RIM’s portfolio of award-winning products, services and embedded technologies are used by thousands of organizations around the world and include the BlackBerry^® wireless solution, software development tools, and other software and hardware. Founded in 1984 and based in Waterloo, Ontario, RIM operates offices in North America, Europe and Asia Pacific. The common shares of RIM are listed on the Nasdaq Stock Market (Nasdaq: RIMM) and the Toronto Stock Exchange (TSX: RIM).

RIM’s primary revenue stream is generated by the BlackBerry wireless solution. The BlackBerry wireless solution is comprised of wireless devices, software and services. It can provide users with a wireless extension of their work and personal email accounts, including Outlook^®, IBM^®

Lotus Notes^®, Novell^® GroupWise^® and many ISP email services. When incorporating BlackBerry^® Enterprise Server, the BlackBerry wireless solution allows Microsoft^® Exchange, IBM Lotus^® Domino^® and Novell GroupWise users to send and receive corporate email and instant messages securely. The BlackBerry wireless solution also enables the use of personal information management (“PIM”), functions such as calendar, address book, task list and other functions associated with personal organizers. The BlackBerry^® Mobile Data System (BlackBerry MDS) allows users to securely access data from enterprise applications and the Internet. BlackBerry^® Internet Service, RIM’s offering for the consumer and prosumer markets, allows the integration of up to 10 supported email accounts on the same BlackBerry smartphone. Both BlackBerry Enterprise Solution and BlackBerry Internet Service allow Internet browsing and full phone functionality on the user’s smartphone. In addition, BlackBerry devices offer a range of multimedia capabilities. BlackBerry service is provided through a combination of RIM’s Network Operations Center (“NOC”) and the wireless networks of carrier partners.

RIM currently markets various models of its smartphones, including: BlackBerry^® 8800 Series, BlackBerry^® 8100 Series, BlackBerry^® 8300 Series, BlackBerry^® 8700 Series and BlackBerry^® 7100 Series. These products have been designed to accommodate the technical requirements of one of the GSM^®/GPRS/EDGE, CDMA/1xRTT/EvDO, UMTS or iDEN^® protocols. Additionally, RIM supports older model devices on the GPRS, Mobitex and DataTAC networks.

In addition, the Company markets the BlackBerry^® Smart Card Reader, which is a lightweight, wearable smart card reader that enables controlled access to BlackBerry smartphones using Bluetooth technology and advanced AES-256 encryption. The BlackBerry Smart Card Reader is FIPS 140-2 validated and can be used to comply with certain government or corporate security requirements by enabling two-factor authentication for BlackBerry smartphones and applications. The BlackBerry Smart Card Reader provides support for a variety of industry standard smart cards including the U.S. Department of Defense’s Common Access Card (“CAC”). The BlackBerry Smart Card Reader also supports S/MIME and can be used in conjunction with the S/MIME Support Package for BlackBerry smartphones.

The Company’s sales and marketing efforts include collaboration with strategic partners and distribution channels to promote the sales of its products and services as well as its own supporting sales and marketing teams.

RIM also offers the BlackBerry^® Connect™ Licensing Program, which enables leading device manufacturers to equip their handsets with BlackBerry functionality, including push technology to automatically deliver email and other data, so users and organizations can take advantage of BlackBerry wireless services on a broader selection of devices and operating systems. Through the BlackBerry Connect licensing program, RIM has entered into development agreements with or licensed certain of RIM’s intellectual property to ASUSTek^® Computer, Inc., High Tech Computer Corporation, Motorola^®, Inc., Nokia^® Corporation, Palm^®, Inc., Samsung^® Electronics and Sony Ericsson Mobile Communication AB. BlackBerry^® Connect™ software is available for a number of operating systems, including Palm OS^®, Windows Mobile^® and Symbian OS^®.

The Company believes that the demand for wireless devices and services is being fuelled by several key global trends, including the following:

	•		commercial availability of high-speed wireless networks which allow for the delivery of both voice and data communications on a single wireless handheld;

	•		emergence of mobile access to corporate intranets and enterprise applications as a competitive necessity;

	•		broad acceptance of email as a reliable, secure and indispensable means of communication;

	•		the growth of instant messaging as a business and personal communications tool;

	•		recognition by corporations of the productivity gains achieved through the wireless enablement of enterprise data applications beyond email;

	•		growing popularity of portable information devices;

	•		availability of smaller, lighter and cheaper converged handhelds, offering both voice and data capabilities;

	•		introduction of lower data pricing models by wireless carriers;

	•		proliferation of the Internet;

	•		growing reliance on data applications for personal communications; and

	•		the growing number of mobile workers around the world.

Participants in the wireless device and services market require significant technical expertise to meet the stringent demands of the market for products with small size, reasonable battery life, connectivity, behind-the-firewall integration, security, extended functionality, multi-network support, global availability, and ease of use. Moreover, potential entrants must overcome other significant barriers to entry, including developing alliances with industry leading third parties such as global wireless network service providers, securing specialized component suppliers, establishing adequate financial resources and fostering relationships with software application developers.

Wireless devices and services are expected to play a significant role in the growing use of voice, Internet, corporate intranet, instant messaging, email and eCommerce applications. The integration and focus of expert teams from various engineering disciplines have allowed RIM to develop products that RIM believes possess significant benefits over those of its competition. The secure, single email inbox, push and network efficiency characteristics of RIM’s two-way packet switched wireless solutions that support multiple network protocols, as well as the Company’s relationships with wireless carriers around the world, and the ability of BlackBerry products to wirelessly enable corporate and personal applications, position RIM to maintain its role as a leading wireless solution supplier.

Industry Background

The Wireless Communications Industry

The wireless communications industry involves the provisioning of wireless voice and data services using radio frequency technologies (“RF”) on a variety of competing wireless networks. These networks are typically comprised of a distinct voice layer upon which data transmission

layers have been subsequently installed. The most widely deployed wireless voice and data networks include but are not limited to, GSM™/GPRS/EDGE, CDMA/1XrTT/EvDO and iDEN. It is important to note that the two primary international voice and data networks (GSM/GPRS/EDGE and CDMA/Ev-DO) continue to be upgraded to next generation technologies that offer greater speeds and increased abilities to support subscriber concentration in the same and new RF spectrum. The migration path for GSM/GPRS/EDGE includes the addition of UMTS technologies such as HSPA (which is made up of HSDPA and HSUPA). The path for CDMA/Ev-DO includes the addition of WCDMA technologies. The rollout of these newer technologies is already underway and commercially available in some markets.

In order to capitalize on the capabilities of the voice and data networks, handheld and handset vendors have released new converged devices to market and remain in pursuit of optimal form factors and features to provide end users with a greater degree of choice and value from integrated voice and data capabilities on one convenient and user friendly device. Examples of these products include the BlackBerry 8800 Series, the BlackBerry 8300 Series, the BlackBerry 8100 Series, and the BlackBerry 7700 Series devices. Other converged voice and data products of note include the Apple iPhone, Danger Hiptop™, HTC S620, Motorola Q, Nokia E62, Palm Treo™ 700 & 750, and Sony Ericsson P900™ Series.

Wireless Communications Industry Markets and Segments

The wireless communications industry is comprised of three distinct markets that are organized based on who purchases the devices, services and software solutions. The consumer market is characterized by end users who purchase devices themselves for personal use, the prosumer market is characterized by end users who purchase devices for business and some personal use, and the enterprise market is where solutions are purchased by IT and line of business managers for deployment to employees.

Products designed for the enterprise market typically include a converged device that is deployed in conjunction with a behind-the-firewall messaging server. Products designed for the prosumer and consumer market are typically hosted by either the vendor or wireless carrier and range in their depth of features from email only, to email, PIM and other data services such as Instant Messaging.

RIM believes that the following factors will influence commercial success in the wireless solutions and services market:

	•		small size and light weight converged devices;

	•		reasonable battery life;

	•		intuitive interface and ease of use;

	•		access to compelling applications;

	•		integration with corporate PBX;

	•		extensive geographic coverage;

	•		competitive pricing;

	•		flexible architecture;

	•		end-to-end security;

	•		trusted brand;

	•		push-based outbound port architecture;

	•		extensive customer care capabilities;

	•		multi-network support; and

	•		connectivity to enterprise and/or personal email and applications.

RIM believes that significant barriers to entry include the following:

	•		proprietary technology, including hardware and software expertise and intellectual property rights;

	•		existing strategic alliances and relationships;

	•		access to components and established supplier relationships;

	•		existing customer and channel relationships;

	•		scarcity of highly qualified personnel;

	•		significant development costs and time-to-market;

	•		manufacturing expertise;

	•		significant financial resources and capacity;

	•		regulatory barriers such as Federal Communications Commission (“FCC”) approval and network certification; and

	•		market recognition of industry leaders.

Success Factors

Through development and integration of hardware, software and services, RIM provides end-to-end wireless solutions for seamless access to time-sensitive information including email, voice, messaging, Internet and intranet-based applications. RIM’s integration and focus of research and development teams in radio frequency, hardware and software design, antenna design, circuit board design, integrated circuit design, power management, industrial design, and manufacturing engineering result in cost-effective solutions that offer small size, efficient battery usage, ease of use, robust security and a significant return on investment to customers.

RIM believes that the following characteristics give it a competitive advantage and differentiate its products and services:

	•		“*Always On, Always Connected*”. The BlackBerry wireless solution uses a push-based architecture where the device is in constant connection with the network. BlackBerry users are provided with immediate message delivery, which has become the established industry benchmark.

	•		*Extended Functionality.* Users increasingly require smartphones to be versatile, easy-to-use and provide a robust level of functionality in terms of configuration, features and customizable options. RIM has consistently developed products that balance end users’ demand for features with the demands of IT managers for security and manageability. RIM’s focus on business-grade solutions has won RIM a market-leading role for the enterprise market and a prominent position in the emerging prosumer and consumer market.

	•		*Pricing*. The return on investment for BlackBerry provides customers with rapid payback for their purchase. The primary sources of benefits include personal productivity and team workflow enhancements. Additionally, the low bandwidth nature of BlackBerry allows carriers to offer service packages to their customers at favorable rates compared to conventional usage of session based networking over wireless networks. In addition, RIM continues to launch new IT administrator and end user feature sets designed to lower the cost of buying, deploying and managing the solution. The network efficiency of the BlackBerry solution may also lead to lower data roaming charges for customers.

	•		*Strength of the BlackBerry Brand and Market Awareness.* BlackBerry is recognized as a premier smartphone brand, presenting a barrier to entry for competitors attempting to offer a similar product. Additionally, the deployment of over 100,000 BlackBerry Enterprise Servers around the world makes it more difficult for a new solution to gain a market foothold.

	•		*Support for Multiple Carriers, Geographies and Network Protocols.* The BlackBerry solution offers choice and manageability for global customers. Through relationships with hundreds of leading wireless carriers and distribution partners around the world, RIM is able to offer customers their choice of carrier depending on their needs in a particular geography. In addition, BlackBerry supports many network protocols including, GSM/GPRS/EDGE/UMTS, CDMA/1xRTT/EvDO, iDEN, Mobitex and DataTAC, offering customers the best choice of carriers and network technologies for their particular region without changing the underlying BlackBerry infrastructure. RIM will continue to launch new products for next generation networks as the deployment scale and the economies around these networks are established.

	•		*Support for Third Party Devices.* Through its BlackBerry licensing programs, RIM provides a choice of devices for use with the BlackBerry architecture. Through licensing relationships with partners such as Asus, BenQ-Siemens, HTC, Motorola, Inc., Nokia, Palm, Inc., Samsung and Sony Ericsson customers are able to use handsets and handhelds developed by third party OEMs to access the BlackBerry wireless platform.

	•		*Intellectual Property Rights.* RIM has sought to protect the technology that it has developed through a combination of patent, copyright and trade secret protection as well as through contractual arrangements.

	•		*Extensibility and Flexible Architecture.* RIM has designed its device and server platform architecture to support open standards to make it attractive for other software developers to create custom applications for BlackBerry. The BlackBerry Independent Software (ISV) Alliance program is a well established and comprehensive program aimed at providing the resources, support and tools, software developers need to develop and sell innovative, market-driven applications for BlackBerry users. The program has several hundred developers participating and has produced thousands of applications for both enterprise and individuals that continue to benefit customers. In addition, RIM has added

			additional Application Programming Interfaces “APIs” to the BlackBerry^® Java Development Environment (BlackBerry JDE) to enable the next wave in mobile application development. RIM believes its product architecture is more flexible and open than that used by many of its competitors. Through the Mobile Data System “MDS” feature of BlackBerry Enterprise Solution, customers can quickly and easily design wireless applications and/or provide access to existing corporate application data wirelessly to their employees.

	•		*Access to Key Corporate Data Stores.* BlackBerry Enterprise Server provides corporations with the means to provide wireless access to all four main corporate data stores from a single integrated platform. BlackBerry is the only wireless platform that provides access to corporate email and PIM, corporate voice PBX and hybrid IP/PBX stores, real-time computing and corporate IM such as IBM SameTime and Microsoft Live Communications Server, and enterprise applications.

	•		*Security.* BlackBerry was designed as an end-to-end solution with comprehensive security specifically for enterprise access to email, PIM and other corporate information from a single wireless device. Through integration with Microsoft Exchange, Lotus Domino and Novell GroupWise, the BlackBerry wireless solution provides corporate users with secure wireless access to their own corporate email rather than having to establish an additional email account. RIM’s complete security solution for the enterprise includes; end-to-end data encryption to ensure confidentiality, robust remote IT management, support for internet security standards, full application control, multiple user authentication schemes, secure boot ROM and signed API access and firewall integrity preservation. In addition to the security built into the BlackBerry enterprise solution, RIM has developed a BlackBerry Smart Card Reader which further enhances the device security for a wide range of government users. RIM’s solution has received several security validations across the globe, including Common Criteria EAL 2+ certification for BlackBerry Enterprise Server 4.1.3 and BlackBerry Wireless Handheld 4.1.0. This is the first Common Criteria certification to be awarded to a mobile solution.

	•		*Manageability.* Other features of the BlackBerry wireless solution include over-the-air calendar synchronization, over-the-air folder management, wireless synchronization of deletes, enhanced IT manageability and personal organizer features such as contacts, tasks and memos. RIM also provides a robust corporate applications platform that masks the complexities of wireless application development by providing an integrated framework using web-services and object oriented programming tools that provides preconfigured support for end-to-end security and multiple data transport methods.

	•		*BlackBerry Outbound Port Architecture.* BlackBerry is architected using a secure infrastructure that does not require IT managers to compromise firewall security through the opening of an inbound firewall port. The BlackBerry network operations center (“NOC”) offers a number of efficiency and security benefits to carriers and end-users. These benefits are outlined in detail in the section “Competition”.

•

Multiple Channels. RIM has launched products specifically tailored for the prosumer and consumer market to augment its original behind-the-firewall, server-based products for the corporate market. This increases the market touch points available to RIM where the Company has been focused on expanding its channel reach beyond carrier enterprise and retail and into third party retailers.

Strategy

Key components of RIM’s business strategy include:

	•		*Extend Technology Leadership.* RIM is currently recognized as a leader in the wireless data communications industry for designing and developing the BlackBerry wireless solution. RIM intends to maintain its leadership by focusing on the further development of two-way wireless technologies and enabling applications, protecting its intellectual property and encouraging the adoption of its platform by wireless network service providers globally and their customers, and licensing the BlackBerry platform to key handset and service vendors.

	•		*Broaden Strategic Alliances and Relationships.* RIM intends to continue to strengthen and develop its strategic alliances and relationships, and enter into similar relationships to affirm and enhance its competitive position as a primary wireless handheld and solutions provider to the mobile data communications industry. Areas of strategic alliances and relationships include, but are not limited to, enterprise and other software applications companies, global telecommunications carriers, OEM handset and converged wireless communication device manufacturers, intranet applications and portal companies, internet social networking providers, microchip manufacturers and global systems integrators.

	•		*Promote and Enhance Development of Third Party Software.* RIM will continue to enhance software development tools, provide technical support and accommodate external software developers to further promote the development of software applications for the BlackBerry platform.

	•		*Expand the Global Reach of the BlackBerry Platform*. RIM plans to continue to foster relationships with key carriers, distributors and customers to expand the BlackBerry addressable market and provide customers with access to their corporate or personal data anywhere in the world.

	•		*Extend BlackBerry’s Reach into the Prosumer and Consumer Market.* RIM has and will continue to undertake in a number of initiatives aimed at expanding further into the prosumer and consumer market. These initiatives include partnerships with leading prosumer and consumer portal and applications companies such as Google, Yahoo and Facebook, expanding channel distribution into retail, indirect and Value Added Reseller (VAR) channels, as well as launching handsets with consumer friendly features such as the BlackBerry Pearl and BlackBerry Curve.

	•		*Maintain Market Leadership and Expand Customer Base.* RIM intends to maintain its position as a market leader by focusing its sales and marketing efforts on the continued use of strategic alliances and relationships to promote the sale of its products, as well as utilizing indirect sales and marketing teams. In addition, RIM intends to continue to grow its leadership through focusing on developing leading edge handsets as well as enabling existing enterprise applications and third party applications.

	•		*Enhance and Expand the BlackBerry Wireless Solution.* RIM believes that the functionality of the BlackBerry wireless solution can be further enhanced for both corporate, prosumer and consumer markets. RIM will focus on improving and enhancing its service, designing new, compelling form factors for different market segments and enabling additional applications for BlackBerry either independently, through acquisitions or through partnerships.

	•		*Continue to Invest in Highly Qualified Personnel.* RIM believes that the quality and skills of its senior management team and other personnel within the organization have been key factors in its progress to date. RIM intends to continue its recruiting strategies and operations in order to attract personnel to support its product development and growth strategies.

	•		*Pursue Licensing and Strategic Relationships with Industry Leaders.* Through its BlackBerry Connect and BlackBerry Built-In licensing programs, RIM will continue to pursue arrangements with partners to allow third party handsets to access the BlackBerry architecture in order to broaden the addressable market and offer greater choice to end-users.

Products and Services

RIM’s primary revenue stream is generated by the BlackBerry^® wireless solution, comprised of wireless devices, software and service. BlackBerry service is provided through a combination of RIM’s NOC and the wireless networks of RIM’s carrier partners.

The Company’s revenue mix for fiscal years 2008 and 2007 is as follows:


	March 1, 2008				March 3, 2007

Revenue (U.S. $000’s)
Devices	$	4,768,610	79.4	%	$	2,215,951	73.0	%
Service		860,641	14.3	%		560,116	18.4	%
Software		234,388	3.9	%		173,187	5.7	%
Other		145,756	2.4	%		87,849	2.9	%

	$	6,009,395	100	%		3,037,103	100	%

Other revenue includes accessories, non-warranty repairs, and non-recurring engineering development contracts (“NRE”).

BlackBerry Smartphones

BlackBerry^® smartphones are communication tools that incorporate wireless technology to deliver simple, mobile communications access. Utilizing push-based technology that automatically delivers email and other data to a BlackBerry smartphone, as well as a mobile phone and fully integrated browser and organizer applications, BlackBerry products make it easy to manage information and communications from a single, integrated device.

BlackBerry smartphones are available from over 350 carriers and distribution channels and are designed to operate on a variety of carrier network types, including GSM/GPRS/EDGE, CDMA/Ev-DO, iDEN, UMTS and Mobitex. In addition, certain BlackBerry smartphones offer GPS and WiFi capabilities.

The following BlackBerry smartphones are currently available:

	•		*The BlackBerry^® Pearl™ Series* — Extrapolating on the success of the BlackBerry Pearl 8100 smartphone, RIM has developed the BlackBerry Pearl Series of smartphones to service varying end user and network needs. Though the BlackBerry Pearl 8110 and BlackBerry Pearl 8130 support two different networks—GSM/GPRS and CDMA, respectively—both feature built-in GPS capabilities. The BlackBerry Pearl 8120 also runs on the GSM/GPRS network and allows users access to their email, the Internet and other data services using Wi-fi^® networks. Continuing the precedent set by the BlackBerry Pearl 8100, all three new smartphones have a SureType^® keyboard and are small and easy-to-use. In addition to email, phone and Internet services, the newer members of the BlackBerry Pearl Series offers a compelling multimedia experience with an updated two-megapixel camera, an improved onboard media player, desktop media management software and an external port for hot-swapping microSD memory cards.

	•		*BlackBerry^® Curve™ Series* — In 2008, RIM developed two additional versions of this popular smartphone. The BlackBerry Curve 8310 offers built-in GPS, enabling the use of various location based services. The BlackBerry Curve 8320 is Wi-fi^® ready so that users can access their data services using Wi-fi networks. Like their predecessor, both the BlackBerry Curve 8310 and BlackBerry Curve 8320 smartphones run on the GSM network, feature full QWERTY keyboards and maintain the same sleek shape and size and weight. All three offer email, web browser, text messaging (SMS and MMS), instant messaging, organizer applications, mapping and phone as well as a two-megapixel camera, enhanced multimedia and expandable memory.

	•		*BlackBerry^® 8800 Series —* This series which includes the BlackBerry 8800 smartphone as well as the BlackBerry 8830 World Edition smartphone, expanded in 2008 to include the BlackBerry 8820 smartphone with Wi-fi and UMA support. Like the rest of the BlackBerry 8800 series, this smartphone features a large, sharp screen with built-in light-sensing technology, expandable memory, a media player, wireless modem and a high-capacity battery.

	•		BlackBerry^® 8700 Series — including BlackBerry 8700c, BlackBerry 8700f, BlackBerry

8700g, BlackBerry 8707h, BlackBerry 8700r and BlackBerry 8700v. The BlackBerry 8700 Series features web browsing and attachment handling performance, a bright, auto-sensing screen, speakerphone, dedicated send/end phone buttons, Bluetooth support and an Intel XScale^® processor. In addition, the 8707 supports UMTS.

BlackBerry Enterprise Solution

	•		*BlackBerry^® Enterprise Server* – BlackBerry Enterprise Server is robust software that acts as the centralized link between wireless smartphones, enterprise applications and wireless networks. The BlackBerry Enterprise Server integrates with enterprise messaging and collaboration systems to provide mobile users with access to email, enterprise instant messaging, and personal information management tools. All data between applications and BlackBerry^® smartphones flows centrally through the BlackBerry Enterprise Server. It also provides advanced security features and offers administrative tools that simplify management and centralize control.

	•		*BlackBerry^® Mobile Data System (BlackBerry^® MDS)* – BlackBerry MDS is a flexible and open development framework for extending enterprise applications wirelessly to BlackBerry smartphone users. As it passes an application to a BlackBerry smartphone and then information to any back-end system, BlackBerry MDS leverages the internationally certified security features, seamless wireless connectivity, and enhanced manageability of the BlackBerry^® Enterprise Solution. With BlackBerry MDS, organizations can take advantage of a variety of features by choosing their preferred development method when creating wireless applications for BlackBerry smartphones. BlackBerry MDS components include BlackBerry MDS Developer Tools, BlackBerry Device Software, and BlackBerry MDS Services.

	•		*BlackBerry^® Mobile Voice System (BlackBerry^® MVS)* – BlackBerry Mobile Voice System allows organizations to converge office desk phones and BlackBerry smartphones, so users can access standard enterprise voice features whether at their desks or on the go. BlackBerry MVS encompasses BlackBerry^® MVS Client software for BlackBerry smartphones and the Ascendent^® Voice Mobility Suite from Ascendent Systems (a subsidiary of RIM). It unifies fixed and mobile voice communications so users can be reached at a single business phone number and access enterprise voice features with an intuitive and integrated approach. BlackBerry MVS offers advanced security features and system management functionality, such as enabling organizations to route mobile calls through the PBX, automatically authenticating BlackBerry smartphone users and enabling their phone calls to be logged or recorded for corporate or regulatory requirements.

	•		*BlackBerry^® Professional Software* – BlackBerry Professional Software is a wireless messaging and collaboration solution for small and medium-sized businesses. It is designed to give organizations the features and security performance employees need, at a lower cost and with less complexity than a larger enterprise solution.

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Hosted BlackBerry^® Enterprise Server – Hosted BlackBerry Enterprise Server is a simple, cost-effective way to take advantage of wireless capabilities that can help businesses succeed in competitive markets. Hosted BlackBerry Enterprise Server does not require purchase, installation or management of BlackBerry Enterprise Server software, removing the need for any upfront software costs, deployment overhead or ongoing IT support costs. Hosted BlackBerry Enterprise Server is available as outsourced server solution for companies that use hosted email solutions.

Service

The Company generates revenues from BlackBerry service relating to monthly access billings charged to its BlackBerry subscriber account base. For the fiscal year ended March 1, 2008, RIM’s BlackBerry subscriber account base increased to over 14 million subscriber accounts from approximately 8 million the previous year. The Company’s service revenue is generated by charging a monthly infrastructure access fee to a carrier/reseller when a carrier or other reseller bills the end customer.

Software

An important part of the BlackBerry wireless solution is the software that is installed at the corporate server level and in some cases on desktop personal computers. Software revenues include fees from licensed BES software and Client Access Licenses (“CALs”), Technical Support (“T-Support”) and upgrades. Additional revenues come from BlackBerry Professional Software as well as from the BlackBerry MVS solutions.

TSupport

TSupport is a comprehensive suite of annual technical support and software maintenance programs. TSupport is designed to meet customers’ unique BlackBerry support needs by offering them a single point of contact for BlackBerry technical support directly with RIM. Support can be provided for all BlackBerry software regardless of where it was initially purchased. There are five service support levels to satisfy different customer’s specific BlackBerry support needs.

Non-Warranty Repairs

RIM generates revenue from its repair and maintenance program for devices that are returned to RIM by the carrier, reseller or customer for repair after the expiration of the contractual warranty period.

NRE

Occasionally RIM enters into engineering development contracts with certain of its customers whereby the Company undertakes the development of new or custom products or software for a fixed-price fee. RIM also may earn NRE revenue from certain carriers for pre-launch activities. The NRE revenue is earned based upon the completion of specific contract milestones.

BlackBerry Licensing Program

The BlackBerry Licensing Program provides additional infrastructure access fees (service revenue) for RIM. The licensing program, branded BlackBerry Connect and BlackBerry Built-In, enables mobile device manufacturers to equip their handsets with the integrated ability to connect to the BlackBerry infrastructure using the same secure, push-based wireless architecture and infrastructure that has been approved and adopted by RIM’s customers. BlackBerry Application Suite for Windows Mobile-based devices allows devices from third party manufacturers to utilize the software applications and services of BlackBerry. They provide an open, global platform and address the distinct desire of end users, IT departments, carriers and licensees alike.

Third Party Software Developers

RIM provides a feature rich open standards based development platform which allows third party and enterprise developers to rapidly extend the reach of enterprise and individual applications to BlackBerry devices. Through both partner and RIM’s own efforts, BlackBerry provides a developer with a robust choice of application options and development environments. The architecture of the platform provides both a rich set of Application Program Interfaces (“API”) and standard interfaces and services available on both the device and through the Mobile Data System (“MDS”) feature of BlackBerry Enterprise Server “BES”. Development options include both standard and enhanced browser or thin client, standard Java2 Micro Edition (“J2ME”) thick client and a new rich application capability utilizing the power of standard Web Services. To assist the developer in creating applications and the administrator who will deploy and manage them, the BES/MDS feature set includes services such as application deployment and administration, security, data push capability, data compression and wireless network connectivity. These services greatly assist the developer in reducing the application development and deployment cycle time. A full suite of tools are available through a free download from the BlackBerry website to allow a developer to create, simulate, debug and deploy applications on the BlackBerry platform utilizing a standard Windows based PC environment. Partner efforts have extended application development capability to additional standard environments such as Visual Studio^® and Sun NetBeans. RIM also provides extensive developer support and information through both the website and various support groups. The BlackBerry Alliance Program provides Business Development, Marketing and Technical Support to its members with the goal of building a strong ecosystem of companies delivering software and service solutions for BlackBerry.

Industry Associations

RIM is an active participant in numerous industry associations and standards bodies including:

	•		3G Americas

	•		3^rd Generation Partnership Project 2

	•		AeA and AeA Europe

	•		Australian Mobile Telecommunication Association

	•		BITKOM (Germany)

	•		Bluetooth SIG


	•		CALCE Electronic Products and Systems Consortium

	•		Canada China Business Council

	•		Canadian Manufacturers & Exporters

	•		Canadian Chamber of Commerce

	•		CDMA Development Group

	•		Cellular Telephony and Internet Association (USA)

	•		European Telecom Standards Institute

	•		EICTA (Europe)

	•		GSM Association

	•		Information Technology Association of Canada

	•		Information Technology Industry Council (USA)

	•		Intellect (UK)

	•		International Trademark Association

	•		International Wireless Packaging Consortium

	•		IPC Association Connecting Electronics Industries (USA)

	•		Java Community Process

	•		Open Mobile Alliance

	•		Surface Mount Technology Association

	•		Telecommunications Industry Association

	•		US Information Technology Office (USITO) (China)

	•		WiFi — Alliance

	•		World Wide Web Consortium

RIM’s involvement with these and other associations includes standards development, government advocacy, joint marketing, participation in conferences and trade shows, training, technology licensing by RIM and business development.

Sales, Marketing and Distribution

RIM markets and sells its BlackBerry wireless solution primarily through global wireless communications carriers (carrier partners), who distribute the solution to end users. RIM has a number of carrier-focused business units that support the sales and marketing efforts of RIM’s carrier partners through training, technical account management and sales and marketing support. RIM also markets and sells its BlackBerry wireless solution through third party distribution channels. As of March 1, 2008, RIM’s marketing, sales and business development, BlackBerry operations, customer support, billing and technical support teams consisted of approximately 1,100 people.

Customers

RIM is dependent on an increasing number of significant global carrier partner customers with respect to the sales of its products both in terms of the numbers of devices sold and the aggregate value of its sales. While the Company sells its products and services to a variety of customers, three customers comprised 19%, 14% and 10% of trade receivables as at March 1, 2008 (at March 3, 2007 two customers comprised 23% and 13% of trade receivables). Additionally, three customers comprised 21%, 15% and 12% of the Company’s revenue in fiscal 2008 (at March 3,

2007 four customers comprised 19%, 14%, 11% and 11% of the Company’s revenue).

The primary direct customers for the BlackBerry wireless solution are wireless carriers. The Company sells GPRS/EDGE, CDMA/Ev-DO and iDEN devices and software to carriers, who in turn bundle devices and software with airtime and sell the complete solution to end customers. The Company also sells devices through indirect channels and these devices are resold by a third party with or without a service plan from our carrier partners. Software is licensed directly to end customers, although it is distributed by carriers, resellers and directly through RIM. The Company’s BES supports multiple networks and devices, so that BlackBerry service from multiple carriers can be deployed within a company using the same BES software.

In fiscal 2008, 58.7% of the Company’s revenues were derived from the United States, 7.3% were derived from Canada and the remaining 34.0% were derived from other foreign jurisdictions.

Competition

The competitive environment for the wireless data communications industry is rapidly evolving and, to date, no technology has been exclusively or commercially adopted as the industry standard for wireless data communication. Accordingly, both the nature of competition and the scope of the business opportunities afforded by this market are currently uncertain. Strategic relationships in the wireless data communications industry are also evolving. Specific infrastructure manufacturers, network operators and other businesses within the industry may currently be customers of, suppliers to, strategic partners with, or investors in other businesses. The Company is currently working with a number of businesses, some of which are direct competitors with each other and others of which are current or potential competitors of RIM. It is unclear to what extent network infrastructure developers, enterprise software vendors, PC or PDA vendors, or key network operators will seek to provide integrated wireless solutions, including access devices developed internally or through captive suppliers.

In the wireless data communications access market, the Company is aware of several suppliers of access devices for public wireless data networks, including: Apple Inc.; Casio Inc.; Danger, Inc.; Telefonaktiebolaget LM Ericsson; Fujitsu Limited; HandEra, Inc.; Hewlett-Packard Company; Hitachi America, Ltd.; Intermec Technologies Corporation; Itronix Corp; Kyocera Corp or Kyocera International Inc.; Microsoft Corporation; Mitsubishi Corporation; Motorola, Inc.; NEC Corp.; Nokia Corp.; Novatel Wireless, Inc.; NTT DoCoMo Inc.; Option NV, Palm, Inc.; Sanyo Electronic Co. Ltd.; Samsung Electronics Co., Ltd.; Sendo Ltd.; Sharp Corporation; Sierra Wireless Inc.; Sony Corporation; and Sony Ericsson Inc., among others. In addition, the Company may face competition from companies focused on providing middleware to facilitate end-to-end wireless messaging solutions. Companies in this category include Motorola Inc.; IBM Corporation; Microsoft Corporation; Notify Technology Corporation; Openwave Systems Inc.; Seven Networks, Inc.; Sybase, Inc.; and Visto Corporation, among others.

A variety of approaches are being pursued as diverse handset and handheld vendors attempt to provide mobile access to corporate data. These approaches include smartphones, PDA’s, wireless PDA’s, phone/PDA hybrids, converged voice and data devices, a variety of middleware offerings and other end-to-end integrated wireless solutions.

A key aspect of competitive differentiation among industry participants involves the inclusion of a sophisticated NOC in the system architecture. RIM pioneered the use of a sophisticated multi-node centralized architecture responsible for the routing of messages to and from devices. The key benefits of the NOC are message delivery reliability, network utilization efficiency and security. By isolating firewalls from the devices, NOCs avoid the need for numerous simultaneous inbound connections through the firewall which is a significant security consideration for many IT managers. Other benefits of NOCs include eliminating the opportunity for Denial of Service attacks against the firewall, protecting against bad packets reaching devices, and enhancing service quality by providing advanced compression and by acting as a buffer between the limited capacity of wireless networks and the massive capacity of the wired environment. Companies that operate independent NOCs include RIM, Motorola Inc. and Visto Corporation. Nokia Corporation operates a carrier-based NOC. Companies that do not provide a NOC include Microsoft Corporation and Notify Technology Corporation.

It is important to note that the cost of operating the NOC is often charged directly to carriers by the solution vendor as is the case with RIM. Carriers typically include the NOC fee within data plans at the same or lower prices than data plans provided for solutions without NOCs partly because of the superior network efficiency of NOC-based systems. As such, end users get a better performing solution with a significantly superior security model at the same or lower cost to products without NOCs.

Product Design, Engineering and Research & Development

The Company’s research and development strategy seeks to provide broad market applications for products derived from its technology base. As of March 1, 2008, RIM’s research and development team consisted of approximately 2,900 employees. Research and development expense in fiscal 2008 was $359.8 million, compared to $236.2 million in fiscal 2007.

Efficiencies in board layout and component integration utilizing the latest in High Density Interconnection (“HDI”), component packaging and attachment technology combined with proprietary software and firmware features allow RIM to customize its core proprietary hardware designs to address new applications, network protocols and transmission frequencies. RIM’s radio transceiver technology can be adapted to support multiple protocols in the wireless data communications market, supporting its position as a primary supplier of wireless and related hardware and software products.

RIM has developed its own radio code stack and launched a new device platform incorporating this radio code stack as well as utilizing the Marvell PXAxxx and Qualcomm processor families.

The development and support of RIM’s products require several key areas of expertise within RIM to be closely integrated. RIM has recruited and developed teams with expertise in these required areas and the Company believes that the integration and focus of these teams provides RIM with a significant competitive advantage. The following chart outlines several of these key areas of expertise together with their design and user benefits.


Key Area of Expertise		Design and User Benefits
RF Engineering		High performance radio — low cost, small size, efficient battery consumption, better coverage
Analog RF & Digital ASIC		Integration — low cost, small size
Audio		Improve audio quality in all environments through hardware and signal processing design. Excellent multi-media capability.
Display		High resolution bright displays with improved power characteristics
Intelligent Antennas		Effective radiated power — better coverage and efficient battery consumption
Power Management		Low power requirements — efficient battery consumption
Firmware		Integration, customization — low cost, Small size, efficient battery consumption
Software Tools		Software development kits — more
		applications available
Testing Software		Fast and thorough test/debug — low cost, better quality, improved service/support
Product Design		Award winning products / outstanding customer experience through software and user interfaces

One of the significant competitive advantages of RIM’s radio design is that its proprietary technology can be extended through development efforts to other protocols and to emerging digital network standards.

The Company’s research and development efforts are focused primarily on the following areas:

	•		evolving the functionality, security and performance of its BlackBerry wireless solution and BlackBerry wireless devices;

	•		developing new devices for current and emerging wireless network technologies and market segments;

	•		building device software including compilers, Java Virtual Machine, radio code, and BlackBerry applications;

	•		developing server and desktop software for corporate, institutional and Prosumer environments;

	•		developing infrastructure systems to provide the underlying support for wireless network and Internet connectivity;

	•		providing a platform and tools for third party software developers and enterprises to write and wirelessly enable applications;

	•		providing tools and components to enable other manufacturers and operating system vendors to embed BlackBerry connectivity in their products; and

	•		improving manufacturing and testing technologies.

The Company also engages in longer term fundamental research both directly and by selective funding of university research projects. Product development research is funded in part by purchase commitments for a product or products under development. The Company endeavors to

take advantage of specific government and academic financial assistance programs to support its research activities where available. The Company dedicates a large portion of its software investment to the overall BlackBerry wireless solution. This includes device applications, server software and infrastructure, with an emphasis on satisfying the needs of both corporate IT departments and individual customers.

The Company has previously entered into two project development agreements with Technology Partnerships Canada (“TPC”), which provide partial funding for certain research and development projects.

Funding from TPC for the first agreement (“TPC-1”) totaled $3.9 million and was repayable in the form of royalties of 2.2% on gross product revenues resulting from the project. The Company was obligated to pay royalties on all project revenues up to a maximum of $6.1 million. The Company has fully repaid its obligations with respect to TPC-1.

The second agreement with TPC is for a development project (“TPC-2”) under which total contributions from TPC have been $23.3 million. The Company had fulfilled all prerequisite funding conditions and recorded all of the contributions as at February 28, 2004. This contribution is repayable to TPC in the form of a royalty of 2.2% on gross business revenues, subject to the Company maintaining a minimum number of Canadian employees and to certain annual maximum amounts through fiscal 2015, not exceeding $46 million. The Company has recorded $4.3 million on account of TPC royalty repayment expense with respect to TPC-2 obligation during fiscal 2008 (March 3, 2007 - $2.8 million).

The Company also qualifies for investment tax credits (“ITC’s”) on eligible expenditures on account of Canadian scientific research and experimental development. In fiscal 2007 and fiscal 2008, the Company recognized the benefits of its ITC’s in its consolidated statement of operations as a reduction in income tax expense.

Intellectual Property

The policy of the Company is to apply for patents, acquire and/or seek other appropriate proprietary or statutory protection when it develops valuable new or improved technology. RIM believes that the rapid pace of technological change in the communications industry makes patent and trade secret protection important, but this protection must be supported by other means including the ability to attract and retain qualified personnel, new product introductions and frequent product enhancements.

RIM protects its technology through a combination of patents, designs, copyrights, trade-secrets and contractual arrangements. RIM seeks to patent key concepts, components, protocols, processes and other inventions that it considers to have commercial value or that will likely give RIM a technological advantage. Although RIM applies for patent protection primarily in Canada, Europe and the United States, the Company has filed, and will continue to file, patent applications in other countries where there exists a strategic technological or business reason to do so. To broadly protect RIM’s inventions, the Company has a team of in-house patent attorneys and also consults with outside patent attorneys who interact with employees, review invention disclosures and prepare patent applications on a broad array of core technologies and

competencies. As a result, RIM owns rights to an array of patented and patent pending technologies relating to wireless communication technology.

It is RIM’s general practice to enter into confidentiality and non-disclosure agreements with its employees, consultants, contract manufacturers, customers, potential customers and others to attempt to limit access to and distribution of its proprietary information. In addition, the Company generally enters into agreements with employees that include an assignment to the Company of all intellectual property developed in the course of employment.

RIM also enters into various types of licensing agreements related to technology and intellectual property rights. RIM enters certain of these agreements to obtain rights that may be necessary to produce and sell products for the wireless industry. RIM may also license its technology and intellectual property to third parties through various licensing agreements.

Production

RIM owns a 242,000 square foot manufacturing facility strategically located within close proximity to the Company’s research and development facilities and labs in Waterloo, Ontario. An expansion of an additional 50,000 square feet and renovation of the existing building was completed by RIM in July 2007. The expanded facility will be used for co-location of some dispersed manufacturing operations functions, incremental production and material storage requirements.

During the course of calendar 2007, additional manufacturing capacity was added to support the higher ramp volumes required for the various new products introduced and ongoing production ramp activities.

RIM fully integrates manufacturing with its internal research and development activities. RIM expects that these benefits will continue to be significant and will grow incrementally as it pursues its objective of positioning itself to provide cost-effective and innovative access device solutions across the entire range of current wireless network standards. In addition, RIM outsources production of high volume products to contract manufacturers.

With continued supply chain investment and the addition of flexible production capacity and distribution through the extension of outsourcing partnerships, RIM is well positioned to fulfill the requirements of carrier customers seeking a reliable, assured source of supply for handheld device orders.

The Company expects to further leverage and expand outsourcing partnerships and increase its outsourcing volumes for handheld manufacturing during fiscal 2009 due to increasing device shipments and global distribution demands.

Regulatory Matters

In addition to the regulatory requirements applicable to any business, an access device manufacturer must obtain certification from the radio/telecommunications regulatory authorities

in most jurisdictions before commencing commercial sale of its products in those jurisdictions. A significant competitive advantage exists for manufacturers with established businesses who have previously met the certification requirements for their products and who are familiar with the regulatory process.

RIM’s products must be approved by the Federal Communications Commission (“FCC”) before they can be used in commercial quantities in the United States. In Canada, the relevant regulatory authority is Industry Canada while the European Community (“EC”) sets requirements for use in EC member states. Regulatory requirements are similar in other jurisdictions. All regulators require that access devices meet various standards, including limits with respect to interference with other electronic equipment and safety standards with respect to human exposure to electromagnetic radiation.

RIM’s BlackBerry wireless devices, which are made commercially available by RIM, meet FCC, Industry Canada, and EC requirements. In addition, RIM devices have obtained the necessary regulatory approvals required by other countries where such products are made commercially available by RIM.

Some of the Company’s operations are subject to various regulations in the United States covering the accessibility requirements for persons with disabilities. These regulations include Section 255 of the US Telecommunications Act, the FCC HAC Act concerning hearing-aid compatible telephones, and Section 508 of the US Rehabilitation Act. These regulations are going through a review process and expected revisions will be more stringent and encompassing over time, may be required in more places of RIM’s business including Europe, Australia and Canada and may require the Company to incur substantial costs for compliance.

At the present time, RIM has the required regulatory certifications for its testing facilities which allow the Company to perform all the testing required by the FCC and Industry Canada, and most of the testing required by the EC. In addition, RIM can also perform some of the testing which is required by other international regulatory authorities in some of the countries where the Company makes its products commercially available.

Environmental Regulations and Costs

Some of the Company’s operations are subject to regulation under various provincial, federal, state and international laws relating to environment protection and the proliferation of hazardous substances. In parts of Europe and North America, the Company is currently obligated to comply with substance bans, packaging and certain recycling requirements. In addition, the Company may be required to comply with substance bans in other jurisdictions and product take-back requirements that would make the Company responsible for recycling and/or disposing of products the Company has sold. These and other environmental laws may become more stringent over time, may be required in more places of RIM’s business and may require the Company to incur substantial costs for compliance.

Employees

As of March 1, 2008, RIM had 8,387 employees, including: 2,910 in the advanced research, product development, standards and licensing areas; 1,076 in sales, marketing and business development; 1,355 in customer care and technical support; 1,552 in manufacturing and 1,494 in administration, which includes information technology, BlackBerry network operations and service development, finance, legal, facilities and corporate administration.

Facilities

Waterloo, Ontario, Canada

The Company’s corporate headquarters and manufacturing facility are located in Waterloo. The campus-type layout of 22 buildings, 13 of which are owned and nine of which are leased, currently houses the corporate, administration, finance, engineering, research and development, sales and marketing and manufacturing operations. The buildings which are owned contain approximately 1,141,685 square feet; RIM occupies approximately 966,165 square feet, with the balance being sublet to tenants. Additionally, RIM currently occupies approximately 274,084 square feet in eight leased buildings. RIM also recently acquired two additional buildings and land adjacent to the main campus as well as an additional 37.48 acres of land in north Waterloo to accomodate continued growth in the area.

Other

RIM leases 101,442 square feet outside Ottawa, Ontario, used primarily for research and development and engineering functions, and has also acquired a 157,696 square foot building with acreage to establish a permanent presence in the area. RIM also leases 50,168 square feet in Mississauga, Ontario, used for a variety of sales, research and development and engineering activities. Construction of a new 160,000 square foot facility in Mississauga is scheduled to be completed in calendar 2008. In addition, RIM leases an 82,028 square foot facility in Halifax, Nova Scotia, used for customer service operations. Construction of a new 153,000 square foot customer service operations center, located in the greater Halifax area, is scheduled to be completed in early summer 2008.

RIM leases facilities in various locations throughout the United States, including 109,448 square feet for its U.S. headquarters in Dallas, Texas, which houses certain sales, marketing, legal, customer service operations and administration activities. In total, RIM leases 238,434 square feet throughout the United States. In addition, RIM has recently opened a small 2,300 square foot sales office located in Mexico City.

RIM also has established offices in Europe and Asia Pacific. The RIM operations in Europe are headquartered out of a 68,893 square foot leased facility in Slough, UK, used for customer service operations, sales, marketing, BlackBerry network operations, information technology and administrative activities. In calendar 2007, RIM leased an additional 32,981 square foot facility in close proximity to the European headquarters. A number of other small offices leased in France, Germany, Italy, Spain, and U.K. add approximately 47,000 square feet, and are primarily used for sales and marketing activities. In Asia Pacific, RIM operates 26,001 square feet in Hong Kong, Australia, Japan and China, conducting sales and marketing activities, in addition to the 32,733 square foot customer operations support center located in Singapore.

Legal Proceedings

NTP, Inc.

The Company was the defendant in a patent litigation matter brought by NTP, Inc. (“NTP”) alleging that the Company infringed on eight of NTP’s patents. On March 3, 2006, the Company and NTP jointly announced that they signed definitive licensing and settlement agreements. All terms of the agreement were finalized and the litigation against RIM was dismissed by a court order on March 3, 2006. The agreement eliminated the need for any further court proceedings or decisions relating to damages or injunctive relief. On March 3, 2006, RIM paid NTP $612.5 million in full and final settlement of all claims against RIM, as well as for a perpetual, fully-paid up license going forward. As the litigation was settled in fiscal 2006, no amount is reflected in the results of operations for fiscal 2007. The Company recorded an expense of $201.8 million in fiscal 2006 to account for the additional charge for the final settlement in the amount of $162.5 million, the full writedown of the acquired NTP license that was recorded in March 2005 which, after accumulated depreciation, had net book value of $18.3 million as well as an expense of $21.0 million to account for incremental current and estimated legal and professional fees in connection with this litigation.

T-Mobile Deutschland GmbH

By letter dated February 16, 2004, T-Mobile Deutschland GmbH (“TMO-DG”) and T-Mobile International AG (collectively, “TMO”) served RIM’s wholly-owned UK subsidiary, Research In Motion UK Limited (“RIM-UK”), with a third party notice in relation to litigation in Germany (the “Neomax Litigation”) in which the plaintiff, Neomax Co., Ltd. (“Neomax”), formerly Sumitomo Special Metals Co., Ltd., brought an action against TMO in relation to cell phones sold by TMO in Germany for alleged infringement of a European Patent purportedly owned by Neomax, which in very general terms, relates to magnets installed as components in cell phones. On February 16, 2006, a partial judgment was issued by the Court of Appeals in Düsseldorf which rejected Neomax’s damage claim based upon negligent patent infringement and ordered the scheduling of further evidentiary proceedings. On April 3, 2006, Neomax filed an appeal before the German Federal Supreme Court for Civil Matters (BGH) seeking to overturn the partial judgment by the Court of Appeals in Düsseldorf. On March 26, 2007, the German Federal Patent Court delivered a judgment invalidating certain claims of the subject patent. As a result, the appellate courts were asked to stay the outstanding appeals pending the decision of the German Federal Patent Court becoming final and binding. However, the Neomax Litigation was settled effective February 20, 2008 without RIM-UK being required to contribute to the settlement. Accordingly, no amount has been recorded in RIM’s consolidated financial statements as at March 1, 2008.

Inpro

By letter dated February 3, 2005 (the “Letter”), TMO-DG delivered to RIM-UK a notice of a claim for indemnity in relation to litigation in Düsseldorf, Germany in which the plaintiff, Inpro, brought action against TMO-DG (the “Litigation”) for infringement of the B1 Patent. The Company joined the Litigation as an intervening party in support of the defendant TMO-DG. The Company also filed an invalidity action in the patent court in Munich Germany. On January 27, 2006, the Munich court declared the B1 Patent invalid. Inpro has appealed the Munich court’s decision and an appeal will not be heard until some time in 2008. On March 21, 2006, the Düsseldorf court stayed the infringement action until a final decision on validity has been made. At this time, the likelihood of damages or recoveries and the ultimate amounts, if any, with respect to the Litigation (or any related litigation) is not determinable. Accordingly, no amount has been recorded in RIM’s consolidated financial statements as at March 1, 2008.

Visto Corporation

On May 1, 2006, Visto Corporation (“Visto”) filed a complaint in the United States District Court for the Eastern District of Texas, Marshall Division (the “Marshall District Court”), against the Company alleging infringement of four patents (United States Patent No. 6,023,708, 6,085,192, 6,151,606 and 6,708,221) and seeking an injunction and monetary damages. On May 1, 2006, RIM filed a declaratory judgment complaint against Visto in the United States District Court for the Northern District of Texas (Dallas Division) (the “Dallas District Court”) alleging that the Visto 6,085,192, 6,151,606, and 6,708,221 patents are invalid and/or not infringed. RIM filed an amended declaratory judgment complaint in the Dallas District Court on May 12, 2006 adding claims against Visto for infringement of United States Patent No. 6,389,457 and 6,219,694,

which are owned by RIM. Visto responded to RIM’s amended complaint on July 5, 2006 by filing declaratory judgment claims in the Dallas District Court that the RIM 6,389,457 and 6,219,694 patents are invalid and/or not infringed. On June 16, 2006, RIM filed a declaratory judgment complaint against Visto in the Dallas District Court alleging that Patent No. 7,039,679 is invalid and/or not infringed The declaratory judgment filed by RIM in the Dallas District Court against Visto’s United States Patents No. 6,085,192, 6,151,606 and 6,708,221 has been dismissed. This will proceed as part of the Visto suit in the Eastern District of Texas. The RIM complaint filed in the Dallas District Court against Visto for infringement of RIM’s United States Patent No. 6,389,457 and 6,219,694 was consolidated with the declaratory judgment action filed by RIM against Visto’s patent No. 7,039,679 into one case. RIM’s complaint filed against Visto for infringement of RIM’s United States Patent No. 6,389,457 and 6,219,694 (consolidated with the declaratory judgment filed by RIM against Visto patent No, 7,039,679) was dismissed to allow RIM to re-file those complaints in the Marshall District Court. RIM’s motion to amend its response to add an infringement claim under the RIM ‘457 and ‘694 patents, along with a declaratory judgment complaint against Visto patent 7,039,679, to the Marshall District Court action was granted on March 6, 2007. RIM’s motion to transfer Visto’s declaratory judgment counterclaims filed on July 5, 2006 (against the RIM Patents, US 6,389,457 and 6,219,694) from the Northern District of Texas Court to the Eastern District of Texas Court was granted on May 17, 2007. All of RIM’s and Visto’s claims and counterclaims filed in the Northern District of Texas will now be heard in the Eastern District of Texas case. As of September 21, 2007, the United States Patent & Trademark Office (“PTO”) has issued office actions in re-examination proceedings, rejecting all claims of each of the five patents asserted against RIM in the patent infringement action filed by Visto in the Eastern District of Texas against RIM on April 28, 2006. On March 14, 2008 the PTO issued final office actions rejecting all the claims of the 7,039,679, 6,151,606 patents and the majority of the claims of the 6,085,192 patent. A claim construction hearing was held on November 1, 2007, in the Eastern District of Texas action. The Magistrate assigned to handle the claim construction hearing granted leave to both RIM and Visto to file supplemental briefs based on Visto’s response to the re-examination proceedings before the PTO. Proceedings are currently pending. At this time, the likelihood of damages or recoveries and the ultimate amounts, if any, with respect to the litigation (or any related litigation) is not determinable. Accordingly, no amount has been recorded in RIM’s consolidated financial statements as at March 1, 2008.

On August 28, 2007, Visto filed a new complaint in the United States Court for the Eastern District of Texas, Marshall Division, against the Company alleging infringement of two United States Patents (United States Patent No. 5,857,201 and 6,324,542). On October 18, 2007 RIM filed its answer to Visto’s complaint in the Eastern District of Texas. On January 8, 2008, Visto filed an amended complaint adding United States Patent No. 5,968,131. On January 29, 2008, RIM filed an answer to the amended complaint. Proceedings are currently pending.

On June 15, 2007, RIM filed in the United States District Court for the Northern District of California a complaint against Visto for infringement of U.S. Patent No. 5,889,839, which is owned by RIM. On July 9, 2007, Visto filed its answer to RIM’s complaint asserting defences based on non-infringement, invalidity and unenforceability. On August 29, 2007, Visto filed a motion to amend Visto’s answer and add counterclaims of infringement by RIM of United States patents No. 7,255,231 and 7,228,383 in the Northern District of California case. On February 28,

2008, the California Court granted RIM’s request to stay Visto’s counterclaims of infringement of the ‘231 and ‘383 patents pending their re-examination by the USPTO while allowing RIM to proceed on its patent infringement claim against Visto. Proceedings are currently pending.

On July 5, 2006, RIM commenced an action in the Federal Court of Canada against Visto for infringement of RIM’s Canadian Patent No. 2,245,157; 2,356,073 and 2,356,046. The trial is scheduled to commence May 12, 2008. On June 1, 2007, RIM commenced an action in the Ontario Superior Court of Justice against Visto Corporation and two of its executive officers. The action seeks damages for conspiracy, for false and misleading statements in contravention of the Competition Act, for contravention of the Trade-marks Act, for injurious falsehood and for unlawful interference with RIM’s economic relations. Proceedings are currently pending.

On October 30, 2006, RIM commenced an action against Visto in the High Court of Justice (Chancery Division, Patents Court) in London, England. The action sought a declaration that Visto’s U.K. patent [EP (UK) 0,996,905] is invalid and should be revoked. On December 5, 2006, RIM requested that the court decide that RIM’s actions in the U.K. do not infringe the same patent. RIM sent to Visto a non-confidential Product and Process Description (PPD) providing a technical description of RIM’s products offered in the U.K. On February 2, 2007, Visto acknowledged that RIM’s products described in the non-confidential PPD do not infringe Visto’s U.K. patent [EP (UK) 0,996,905]. However, on February 2, 2007 Visto also filed a defence and counterclaim alleging that another RIM product allegedly not in the non-confidential PPD, the Mail Connector product, does infringe Visto’s U.K. patent [EP (UK) 0,996,905]. Visto also alleged that the action filed by RIM in Italy (see below) was filed in bad faith or with gross negligence and that filing the proceedings in Italy amounts to the tort of abuse of process. Visto further has asked the Court to order revocation of RIM’s U.K. patents [EP (UK) 1 096 727] and [EP (UK) 1 126 662]. RIM presented a jurisdictional challenge to Visto’s abuse of process claims related to RIM’s filing of the action in Italy on the basis that the UK Court did not have jurisdiction in the UK for the abuse of process claims. The Court decided in RIM’s favour in a hearing held on April 3, 2007 on RIM’s jurisdictional challenge, and Visto appealed the Court’s decision. On April 13, 2007, in view of the fact that Visto acknowledged that RIM’s products described in the PPD do not infringe the Visto UK patent, RIM served a notice of discontinuance that it was withdrawing its request that the Court decide that the RIM products described in the PPD do not infringe the Visto UK patent. A hearing was held in the UK Court on August 7, 2007 on an application filed by Visto requesting a stay of the litigation. The UK Court denied Visto’s request for a stay. The trial on the invalidity and non-infringement of Visto’s patents proceeded in the UK Court on January 23, 2008. On February 28, 2008, the UK Court rendered a decision wherein it held that Visto’s ‘905 UK patent was invalid for lack of inventive step and not being patentable subject matter. On March 6, 2008, the English Court of Appeal also denied Visto’s appeal in relation to the abuse of process claims.

On December 27, 2006, RIM commenced an action in Italy in the Court of Milan, Specialized Division in Industrial and Intellectual Property. RIM is requesting that the court declare the Italian portion of Visto’s patent No. EP0996905 invalid and declare that RIM’s activities in Belgium, France, Italy, Germany, the Netherlands and Spain do not infringe patent EP0996905. On May 28, 2007 Visto filed a request with the Court of Milan that the Court hold a hearing on the issue of whether the Court has jurisdiction to decide that RIM’s activities in Belgium, France,

Italy, Germany, the Netherlands and Spain do not infringe patent EP 0996905. Proceedings are currently pending.

DataQuill BVI, Ltd.

On May 31, 2006, RIM filed a declaratory judgment action in the United States Court for the Northern District of Texas, Dallas Division, against DataQuill BVI, Ltd. in which RIM seeks a ruling that the United States Patent 6,058,304 (“the ‘304 Patent”) is invalid and not infringed by RIM products. On August 15, 2006, DataQuill filed a motion to dismiss to which RIM filed a response on September 15, 2006. On March 27, 2007, the U.S. District Court for the Northern District of Texas issued an order denying DataQuill’s Motion to Dismiss. On April 13, 2007, RIM filed an amended complaint which added a declaratory judgment counterclaim to the suit seeking a ruling that DataQuill’s continuation patent of the 304 patent, United States Patent 7,139,591 (“the ’591 Patent”) is invalid and not infringed by RIM products. On April 24, 2007, DataQuill filed its answer to RIM’s declaratory judgment complaint. DataQuill counterclaimed for infringement of the ‘304 and ‘591 Patents and is seeking an injunction and monetary damages. A trial date has been scheduled for October 2008. At this time, the likelihood of damages or recoveries and the ultimate amounts, if any, with respect to this litigation is not determinable. Accordingly, no amount has been recorded in RIM’s consolidated financial statements as at March 1, 2008.

Minerva Industries

On June 6, 2007 Minerva Industries (“Minerva”) filed a complaint in the United States District Court for the Eastern District of Texas, Marshall Division (the “Marshall District Court”), against the Company alleging infringement of United States Patent No. 6,681,120 and seeking an injunction and monetary damages. On January 22, 2008, Minerva filed a second complaint in the Marshall District Court against the Company alleging infringement of United States Patent No. 7,321,783 and seeking an injunction and monetary damages RIM answered the first Complaint on January 28, 2008 and the second Complaint on March 14, 2008. At this time, the likelihood of damages or recoveries and the ultimate amounts, if any, with respect to this litigation is not determinable. Accordingly, no amount has been recorded in RIM’s consolidated financial statements as at March 1, 2008.

Saxon Innovations, LLC

On October 18, 2007, Saxon Innovations, LLC, filed a complaint in the United States District Court for the Eastern District of Texas, Tyler Division, against RIM and thirteen other defendants alleging infringement of United States Patents Nos. 5,592,555, 5,771,394, 5,502,689, and 5,247,621 and seeking an injunction and monetary damages. RIM’s answer to the complaint was originally due January 7, 2008; however, RIM received an extension of time to file answer, and the answer was filed on March 5, 2008. Proceedings are currently pending. At this time, the likelihood of damages or recoveries and the ultimate amounts, if any, with respect to this litigation is not determinable. Accordingly, no amount has been recorded in RIM’s consolidated financial statements as at March 1, 2008.

AutoText Technologies, Inc.

On November 9, 2007, AutoText Technologies, Inc. (“AutoText”) filed a complaint in the United States District Court for the Northern District of Ohio, Eastern Division, against the Company and twenty-three other defendants alleging infringement of United States Patent No. 5,305,205 seeking an injunction and undisclosed monetary damages. AutoText did not serve its complaint on RIM in this litigation. On January 9, 2008, AutoText voluntarily dismissed its own case against RIM.

TeleCommunications Systems, Inc.

On December 20, 2007, TeleCommunication Systems, Inc. (“TCS”) filed a complaint in the U.S. District Court for the Eastern District of Virginia, against the Company alleging infringement of United States Patent No. 6,871,215 and seeking monetary damages and an injunction. On March 12, 2008, in response to a joint motion filed by both parties, the Court granted a 30 day extension to RIM’s Answer date so that the parties could pursue settlement negotiations. On April 11, 2008, TCS voluntarily dismissed its lawsuit against RIM in the Eastern District of Virginia pursuant to a standstill agreement signed earlier the same day. The standstill agreement is effective for a two month period ending June 12, 2008.

Motorola

On February 16, 2008, the Company filed a complaint in the United States District Court for the Northern District of Texas (Dallas Division) (the “Dallas District Court”) against Motorola alleging breach of contract, antitrust violations, patent infringement of United States Patent Nos. 5,664,055; 5,699,485; 6,278,442; 6,452,588; 6,489,950; 6,611,254, 6,661,255; 6,919,879 and 7,227,536 and seeking a declaratory judgment of non-infringement and invalidity against Motorola United States Patent Nos. 5,359,317; 5,074,684; 5,764,899; 5,771,353; 5,958,006; 5,706,211 and 6,101,531. On February 21, 2008, RIM filed a second complaint in the Dallas District Court seeking a declaratory judgment of non-infringement and invalidity of Motorola United States Patent Nos. 5,157,391; 5,394,140; 5,612,682 and 5,974,447. On February 16, 2008, Motorola filed a complaint against the Company in the Eastern District of Texas, Marshall Division alleging infringement of United States Patent Nos. 5,157,391; 5,359,317; 5,394,140; 5,612,682; 5,764,899; 5,771,353 and 5,974,447. On February 20, 2008, Motorola filed an amended complaint adding United States Patent Nos. 5,074,684; 5,706,211; 5,958,006 and 6,101,531 to the complaint. On February 16, 2008, Motorola filed another complaint in the District of Delaware against the Company seeking a declaratory judgment of non-infringement and invalidity related to United States Patent Nos. 5,664,055 and 5,699,485 assigned to RIM as well as United States Patent Nos. 6,611,254, 6,661,255 and 6,919,879. On February 20, 2008, the complaint was amended to include RIM’s United States Patent Nos. 6,278,442; 6,452,588; 6,489,950 and 7,227,536. Proceedings are pending. At this time, the likelihood of damages or recoveries and the ultimate amounts, if any, with respect to this litigation is not determinable. Accordingly, no amount has been recorded in RIM’s consolidated financial statements as at March 1, 2008

Pension Fund Litigation

On January 24, 2007, RIM was served with a Notice of Application that was filed with the Ontario Superior Court of Justice — Commercial List by a pension fund that alleges it was a shareholder, seeking various orders against the Company and named directors. On April 27, 2007 RIM was served with a Fresh As Amended Notice of Application (the “Amended Notice of Application”) by the shareholder. The Amended Notice of Application sought an order for a declaration that various actions of the Company and the named directors were oppressive or unfairly prejudicial to, or unfairly disregards the interests of the pension fund. Among other things, the pension fund also sought an order granting it leave to commence a derivative action in the name and on behalf of the Company relating to RIM’s option granting practices, seeking damages and ancillary relief against certain of RIM’s directors. On October 5, 2007, RIM and the other defendants entered into an agreement with the shareholder to settle the application and proposed derivative action. Under the settlement, each of the respondents to the application and each of the defendants in the proposed derivative action denied the allegations made against them by the pension fund. The settlement did not result in the payment of any monetary compensation to the pension fund (apart from legal costs) or past or present RIM shareholders. Pursuant to the terms of the settlement, in exchange for a full release, RIM agreed to certain corporate governance measures that are consistent with previously announced measures, and to pay $1.1 million on account of the shareholder’s legal costs which has been recorded in RIM’s global consolidated financial statements as at December 1, 2007. In addition, as part of the settlement and consistent with their earlier voluntary agreement (described in RIM’s March 5, 2007 press release) to contribute CAD $5.0 million each to defray the costs incurred by RIM in connection with the management-initiated voluntary review of RIM’s historical stock option granting practices, RIM’s co-CEO’s, Jim Balsillie and Mike Lazaridis, have paid RIM a further CAD $2.5 million each to defray the review costs incurred by RIM. On November 5, 2007, the Ontario Superior Court of Justice granted an order approving the settlement and issuing a representation order that binds all RIM shareholders to the terms of the agreement, except for those who have opted out. Approximately one hundred shareholders opted out of the settlement. Based on those who disclosed the number of shares held by them indicated that, combined, the opt-out shareholders hold approximately 27,400 shares (approximately 0.005% of all outstanding shares). However, certain opt-out shareholders did not disclose the number of shares held by them. On December 10, 2007, the Ontario Superior Court of Justice issued an order extending the opt-out deadline to January 22, 2008 for customers of Goldman Sachs Exchange & Clearing L.P., who did not receive notice of the settlement in the initial mailing. As a result of that extension, additional shareholders holding 47,080 shares as at the record date opted out.

From time to time, the Company is involved in other claims in the normal course of business. The following additional patent suits were filed against the Company since the end of fiscal 2008:

Aloft Media LLC. — On March 6, 2008, Aloft Media LLC filed a complaint against the Company in the Eastern District of Texas Marshall Division alleging infringement of United States Patent No. 7,330,715. This patent generally relates to transferring contact information using a cell phone.

FlashPoint Technology Inc. — On March 7, 2008 FlashPoint Technology Inc. filed a patent infringement lawsuit against Research In Motion LTD and Research In Motion Corporation in the

District of Delaware. The patents-in-suit include U.S. Patent Nos. 6,118,480, 6,177,956, 6,222,538, 6,223,190, 6,249,316, 6,486,914 and 6,504,575. These patents are generally directed to digital camera and imaging technologies.

Additional lawsuits, including purported class actions and derivative actions, may be filed based upon allegations substantially similar to those described in the Amended Notice of Application or otherwise relating to the Company’s historical stock option granting practices. Management assesses such claims and where considered likely to result in a material exposure and, where the amount of the claim is quantifiable, provisions for loss are made based on management’s assessment of the likely outcome. The Company does not provide for claims that are considered unlikely to result in a significant loss, claims for which the outcome is not determinable or claims where the amount of the loss cannot be reasonably estimated. Any settlements or awards under such claims are provided for when reasonably determinable.

Risk Factors

Investors in the Company’s common shares should carefully consider the following risks, as well as the other information contained in this Annual Information Form, and Management’s Discussion and Analysis of Financial Condition and Results of Operations for the fiscal year ended March 1, 2008. If any of the following risks actually occurs, the Company’s business could be materially harmed. The risks and uncertainties described below are not the only ones the Company faces. Additional risks and uncertainties, including those of which the Company is currently unaware or the Company currently deems immaterial, may also adversely affect the Company’s business.

Risks Related to the Company’s Historical Stock Option Granting Practices

Risks relating to the Company’s internal review of its stock option granting practices, the restatement of the Company’s previously filed financial statements as a result of the review, and regulatory investigations or litigation relating to those matters, including possible sanctions or penalties against the Company or its officers or directors, may have a material adverse effect on the Company.

As discussed in greater detail under “Explanatory Note Regarding the Restatement of Previously Issued Financial Statements” in the MD&A for the fiscal year ended March 3, 2007 and Note 4 to the audited consolidated financial statements of the Company for the fiscal year ended March 3, 2007, the Company restated its consolidated balance sheet as of March 4, 2006 and its consolidated statements of operations, consolidated statements of cash flows and consolidated statements of shareholders’ equity for the fiscal years ended March 4, 2006 and February 26, 2005, and the related note disclosures (the “Restatement”), to reflect additional non-cash stock compensation expense relating to certain stock-based awards granted prior to the adoption of the Company’s stock option plan on December 4, 1996 (as amended from time to time, the “Stock Option Plan”) and certain stock option grants during the 1997 through 2006 fiscal periods, as well as certain adjustments related to the tax accounting for deductible stock option expenses. The Restatement did not result in a change in the Company’s previously reported revenues, total cash

and cash equivalents or net cash provided from operating activities.

The Restatement is the result of a voluntary internal review (the “Review”) by the Company of its stock option granting practices, which was commenced under the direction of the Audit Committee of the Company’s Board of Directors, at the initiative of Dennis Kavelman, the Company’s former Chief Financial Officer (now the Company’s Chief Operating Officer — Administration and Operations), with the support of Jim Balsillie, the Co-Chief Executive Officer of the Company, and the executive management team of the Company. Following the recusal of two Audit Committee members who also served on the Compensation Committee, the Review was completed by the remaining two members of the Audit Committee as a special committee of independent directors of the Board of Directors (the “Special Committee”). The Special Committee was assisted in the Review by outside legal counsel and outside accounting advisors in both Canada and the United States. The Special Committee reviewed the facts and circumstances surrounding the 3,231 grants of stock options to acquire common shares that were made between December 1996 and August 2006 to 2,034 employees and directors of the Company. The Special Committee also reviewed stock based awards granted prior to the adoption of the Stock Option Plan.

The Review identified three significant types of accounting errors being: (1) the misapplication of U.S. GAAP as it relates to a “net settlement” feature contained in the Stock Option Plan until February 27, 2002, which resulted in variable accounting treatment, (2) the misapplication of U.S. GAAP in the accounting for certain share awards granted prior to the adoption of the Stock Option Plan, which also resulted in variable accounting treatment and (3) the misapplication of U.S. GAAP in the determination of an accounting measurement date for options granted after February 27, 2002. The Special Committee determined that the Company failed to maintain adequate internal and accounting controls with respect to the issuance of options in compliance with the Stock Option Plan, both in terms of how options were granted and documented, and the measurement date used to account for certain option grants. The grant process was characterized by informality and a lack of definitive documentation as to when the accounting measurement date for a stock option occurred, and lacked safeguards to ensure compliance with applicable accounting, regulatory and disclosure rules. The Special Committee did not find intentional misconduct on the part of any director, officer or employee responsible for the administration of the Company’s stock option grant program.

Each of the SEC, the Ontario Securities Commission (“OSC”) and the office of the United States Attorney for the Southern District of New York (the “USAO”) has commenced investigations in connection with the Company’s stock option granting practices. The Company intends to continue to cooperate with each of these agencies.

As a result of the events described above, the Company has become subject to the following significant risks, each of which could have a material adverse effect on the Company’s business, financial condition and results of operations:

•

The Company’s stock option granting practices are subject to ongoing investigations by the SEC, the OSC and the USAO. The investigations and requests for information, including interviews with the Company’s management and others, have required

significant management attention and resources. The period of time necessary to resolve the investigations or to adequately respond to requests for information is uncertain, and these matters could require significant additional attention and resources that could otherwise be devoted to the operation of the Company’s business. While it is not possible to predict at this time what action may result from the investigations or inquiries, the Company anticipates that RIM or certain of its directors or officers may be subject to potential enforcement action and could be subject to other potential risks and outcomes as described below. If the securities regulators or the USAO determine that a violation of securities or other laws may have occurred, or has occurred, the Company or its officers and directors may receive notices regarding potential enforcement action or prosecution and could be subject to civil or criminal penalties or other remedies. For example, the Company or its officers could be required to pay substantial damages, fines or other penalties, the regulators could seek an injunction against the Company or seek to ban an officer or director of the Company from acting as such, or the USAO could seek to impose criminal sanctions against the Company or its officers or directors if it determines that there was an intent to violate securities or other laws, any of which actions would have a material adverse effect on the Company. There can be no assurance that other regulatory agencies in the United States, Canada or elsewhere will not make inquiries about, or commence investigations into, matters relating to the Company’s stock option practices.

•

As previously disclosed, the Company was served with an application filed by a pension fund shareholder in Ontario, Canada, which, among other things, sought to commence a shareholder derivative action relating to the Company’s historical option granting practices, and also made certain demands with respect to the conduct and scope of the Review. Such action was settled in the third quarter of fiscal 2008. On November 5, 2007, the Ontario Superior Court of Justice granted an order approving the settlement and issuing a representation order that binds all RIM shareholders to the terms of the agreement, except for those who had opted out. Approximately one hundred shareholders opted out of the settlement. Those who disclosed the number of shares held by them indicated that, combined, the opt-out shareholders hold approximately 27,400 shares (approximately 0.005% of all outstanding shares). However, certain opt-out shareholders did not disclose the number of shares held by them. On December 10, 2007, the Ontario Superior Court of Justice issued an order extending the opt-out deadline to January 22, 2008 for customers of Goldman Sachs Exchange & Clearing L.P., who did not receive notice of the settlement in the initial mailing. As a result of that extension, additional shareholders holding 47,080 shares as at the record date opted out. The total number of shares held by opt-out shareholders who disclosed the number of shares held by them, as at November 19, 2007, therefore increased to 74,480 shares. While that lawsuit has been settled, additional lawsuits, including purported class actions and additional derivative actions, may be filed relating to the Company’s stock option granting practices. The amount of time to resolve any such lawsuits is unpredictable, and defending against such lawsuits could require significant additional attention and resources that could otherwise be devoted to the operation of the Company’s business. In addition, an unfavorable outcome in any such litigation could have a material adverse effect on the Company’s business, financial condition and results of operations.

•

The Company could incur significant liabilities in connection with any litigation relating to its stock option granting practices, which liabilities may not be covered by insurance. In addition, the Company has indemnity obligations (including for legal expenses) for former and current directors, officers and employees, which are described in greater detail in the Management Information Circular.

	•		As noted above, in connection with the Restatement, the Company has applied judgment in choosing whether to revise measurement dates for prior stock option grants. While the Company believes it has made appropriate judgments in determining the correct measurement dates for its stock option grants in connection with the Restatement, the issues surrounding past stock option grants and financial statement restatements are complex and guidance in these areas may continue to evolve. If new guidance imposes additional or different requirements or if the SEC or the OSC disagrees with the manner in which the Company has accounted for and reported the financial impact, there is a risk the Company may have to further restate its prior financial statements, amend its filings with the SEC or the OSC (including the Consolidated Financial Statements and this MD&A), or take other actions not currently contemplated. Additionally, if the SEC or the OSC disagrees with the manner in which the Company has accounted for and reported the financial impact of past option grants, there could be delays in subsequent filings with the SEC or the OSC.

	•		The Company may face challenges in hiring and retaining qualified personnel due to the Restatement, the investigations relating to the Company and any potential tax consequences to employees who received grants of stock options with incorrect accounting measurement dates. In addition, restrictions on the Company’s ability to grant stock options to new employees under its policy on granting equity awards, which provides for quarterly grants of stock options except in limited and exceptional circumstances, may make it more difficult for the Company to attract new employees. The loss of the services of any of the Company’s key employees or challenges in hiring new employees could have a material adverse effect on its business and growth prospects. In addition, the Company may receive claims by employees who may be subject to adverse tax consequences as a result of errors in connection with stock option grants.

Risks Related to Intellectual Property

The Company may infringe on the intellectual property rights of others.

The Company’s commercial success depends upon the Company not infringing intellectual property rights owned by others. The industry in which the Company competes has many participants that own, or claim to own, intellectual property, including participants that have been issued patents and may have filed patent applications or may obtain additional patents and proprietary rights for technologies similar to those used by the Company in its products. Some of these patents may grant very broad protection to the owners of the patents. The Company cannot determine with certainty whether any existing third-party patents or the issuance of any new third-party patents would require the Company to alter its technologies, obtain licenses or cease certain activities.

The Company has received, and may receive in the future, assertions and claims from third parties that the Company’s products infringe on their patents or other intellectual property rights. The Company may be subject to these claims either directly or through indemnities against these claims that it provides to certain carrier partners. Litigation has been and will likely continue to be necessary to determine the scope, enforceability and validity of third-party proprietary rights or to establish the Company’s proprietary rights. Some of the Company’s competitors have, or are affiliated with companies having, substantially greater resources than the Company has, and these competitors may be able to sustain the costs of complex intellectual property infringement litigation to a greater degree and for longer periods of time than the Company can. Regardless of whether claims that the Company is infringing patents or other intellectual property rights have any merit, those claims could:

	•		adversely affect the Company’s relationships with its customers;

	•		be time-consuming to evaluate and defend;

	•		result in costly litigation;

	•		divert management’s attention and resources;

	•		cause product and software shipment delays or stoppages;

	•		subject the Company to significant liabilities;

	•		require the Company to enter into costly royalty or licensing agreements;

	•		require the Company to develop possible workaround solutions that may be costly and disruptive to implement; and

	•		require the Company to cease certain activities or to cease selling its products and services in certain markets.

In addition to being liable for potentially substantial damages relating to a patent or other intellectual property infringement action against the Company or, in certain circumstances, the Company’ customers with respect to its products and services, that is not resolved in the Company’s favor, the Company may be prohibited from developing or commercializing certain technologies and products unless the Company obtains a license from the holder of the patent or other intellectual property rights. There can be no assurance that the Company will be able to obtain any such license on commercially reasonable terms, or at all. If the Company does not obtain such a license, its business, operating results and financial condition could be materially adversely affected and the Company could be required to cease related business operations in some markets and restructure its business to focus on continuing operations in other markets. In addition, the Company includes and promotes certain third-party applications with its products.

The Company’s support and promotion of third-party applications may increase the risk of intellectual property litigation if such applications infringe on the intellectual property rights of others.

The Company may not be able to obtain patents or other intellectual property protections necessary to secure its proprietary technology.

The Company’s commercial success depends upon its ability to develop new or improved technologies and products, and to successfully obtain or acquire patent or other proprietary or statutory protection for these technologies and products in Canada, the United States and other countries. The Company seeks to patent concepts, components, protocols and other inventions that are considered to have commercial value or that will likely yield a technological advantage. The Company owns rights to an array of patented and patent pending technologies relating to wireless communication in the United States, Canada and other countries. The Company continues to devote significant resources to protecting its proprietary technology. However, the Company may not be able to develop technology that is patentable, patents may not be issued in connection with the Company’s pending applications and allowed claims may not be sufficient to protect the Company’s technology. Furthermore, any patents issued could be challenged, invalidated or circumvented and may not provide proprietary protection or a competitive advantage.

A number of the Company’s competitors and other third parties have been issued patents, and may have filed patent applications or may obtain additional patents and proprietary rights, for technologies similar to those that the Company has made or may make in the future. Since patent applications filed before November 29, 2000 in the United States are maintained in secrecy until issued as patents, and as publication or public awareness of new technologies often lags behind actual discoveries, the Company cannot be certain that it was the first to develop the technology covered by its pending patent applications or that it was the first to file patent applications for the technology. In addition, the disclosure in the Company’s patent applications, particularly in respect of the utility of its claimed inventions, may not be sufficient to meet the statutory requirements for patentability in all cases. As a result, there can be no assurance that the Company’s patent applications will result in enforceable patents.

Protection of the rights sought in published patent applications can be costly and uncertain and can involve complex legal and factual questions. In addition, the laws of certain countries in which the Company’s products are sold or licensed do not protect intellectual property rights to the same extent as the laws of Canada or the United States. Therefore, the breadth of allowed claims in the Company’s patents, and their enforceability, cannot be predicted. Even if the Company’s patents are held to be enforceable, others may be able to design around these patents or develop products similar to the Company’s products that are not within the scope of these patents.

In addition to patents, the Company relies on, among other things, copyrights, trademarks, trade secrets, confidentiality procedures and contractual provisions to protect its proprietary rights. While the Company enters into confidentiality and non-disclosure agreements with its employees, consultants, contract manufacturers, customers, potential customers and others to attempt to limit access to and distribution of proprietary and confidential information, it is possible that:

	•		some or all of its confidentiality agreements will not be honored;

	•		third parties will independently develop equivalent technology or misappropriate the Company’s technology or designs;

	•		disputes will arise with the Company’s strategic partners, customers or others concerning the ownership of intellectual property;

	•		unauthorized disclosure of source code will occur;

	•		unauthorized disclosure of the Company’s know-how or trade secrets will occur; or

	•		contractual provisions may not be enforceable in foreign jurisdictions.

There can be no assurance that the Company will be successful in protecting its proprietary rights.

The Company may not be able to obtain rights to use software or components supplied by third parties.

The Company licenses certain software used in its products and operations from third parties, generally on a nonexclusive basis, and the Company uses components from suppliers that are reliant on intellectual property used by such suppliers. The termination of any of these licenses, or the failure of these licensors or suppliers to adequately maintain, protect or update their software or intellectual property rights, could delay the Company’s ability to ship its products while the Company seeks to implement alternative technology offered by other sources and could require significant unplanned investments on the Company’s part if the Company is forced to develop alternative technology internally. In addition, alternative technology may not be available on commercially reasonable terms from other sources. The Company has not entered into source code escrow agreements with every software supplier or third party licensor. In the future, it may be necessary or desirable to obtain other third-party technology licenses relating to one or more of the Company’s products or relating to current or future technologies to enhance the Company’s product offerings. The Company may not be able to obtain licensing rights to the needed technology or components on commercially reasonable terms, if at all.

Risks Related to the Company’s Business and its Industry

The Company may not be able to enhance its current products or develop new products in a timely manner or at competitive prices.

The wireless communications industry is characterized by rapid technological change, evolving industry standards, frequent new product introductions and short product life cycles. To keep pace with technological developments, satisfy increasing customer requirements and achieve product acceptance, the Company’s future success depends upon its ability to enhance its current products and to continue to develop and introduce new products offering enhanced performance and functionality on a timely basis at competitive prices.

The Company’s business may be adversely affected if its products that are based on existing technologies or subsequent new technologically advanced products do not achieve acceptance

among customers. The Company has developed and is continuing to develop a number of products incorporating advanced technologies and it will pursue those products that the Company expects to have the best chance for success based on the Company’s expectations of future market demand. There cannot be any assurance that the technologies and related hardware or software products that the Company develops will be brought to market by it or network operators as quickly as anticipated or that they will achieve broad customer acceptance among operators or end-users.

The development and application of new technologies involve time, substantial costs and risks. The Company’s inability, for technological or other reasons, to enhance, develop and introduce products in a timely manner, or at all, in response to changing market conditions or customer requirements could have a material adverse effect on the Company’s operating results or could result in its products becoming obsolete. The Company’s ability to compete successfully will depend in large measure on its ability to maintain a technically skilled research and development staff and to adapt to technological changes and advances in the industry, including providing for the continued compatibility of its products with evolving industry standards and protocols and competitive network operating environments.

In addition, as the Company develops or announces new products, many of its older products will reach the end of their product life cycle. As the Company discontinues the manufacturing and sale of these older products, the Company must manage the liquidation of inventory, supplier commitments and customer expectations. If the Company is unable to manage properly the discontinuation of these older products, it could have a material adverse effect on the Company’s business, financial condition and results of operations.

The Company’s ability to sell the BlackBerry solution is dependent on establishing and maintaining relationships with network carriers and distributors.

The Company is dependent on its ability to establish and develop new relationships and to build on existing relationships with its network carrier partners, which the Company relies on to deliver current and future products and services, particularly in the United States, Canada and Europe where the Company is dependant on a limited number of network carriers. There can be no assurance that the Company will be successful in establishing new relationships, or maintaining or advancing its existing relationships, with network carriers. Any non-performance by the Company under its contracts with network carriers may have significant adverse consequences that may involve penalties to be paid by the Company for non-performance. If any significant customer discontinues its relationship with the Company for any reason, or reduces or postpones current or expected purchase commitments for products and services, RIM’s business prospects, operating results and financial condition could be materially adversely affected. In addition, the Company’s ability to expand its market reach is dependent on establishing and maintaining distribution relationships with third party and indirect distributors.

The Company depends on its network carrier partners to grow its BlackBerry subscriber account base.

The Company sells most of its products and services through network carriers and depends on these third parties to grow its subscriber base. Factors that are largely within the control of network carriers and are important to the success of the BlackBerry solution and the growth of the Company’s subscriber base include:

	•		the quality and coverage area of voice and data services offered by the carriers;

	•		the degree to which carriers actively promote the Company’s products;

	•		the extent to which carriers offer and promote competitive products;

	•		the pricing and terms of voice and data plans that carriers will offer for use with the BlackBerry solution;

	•		sales growth of wireless devices, along with the related service, software and other revenues with respect to the BlackBerry wireless solution;

	•		significant numbers of new activations of BlackBerry subscriber accounts, as well as retention of existing ones;

	•		the carriers’ interest in testing the Company’s products on their networks;

	•		network performance and required investments in upgrades;

	•		future investments in evolving network technologies, support for new software technologies and support for third party devices; and

	•		continued support and distribution of the Company’s products and services if claims of patent infringement involving its products are filed against its carriers and licensees as well as against the Company.

Some of these carriers also sell products of the Company’s competitors. If some of the Company’s competitors offer their products to the carriers on more favorable terms or have more products available to meet their needs, there may be pressure on the Company to reduce the price of its products and services or those carriers may stop carrying the Company’s products or de-emphasize the sale of its products and services in favor of those RIM competitors, which would adversely impact the Company’s revenue and operating results. There can be no assurance that the network carriers will act in a manner that will promote the success of the Company’s products.

The Company is dependent on a few significant customers, the loss of any of which could have an adverse effect on its operations.

The Company is dependent on an increasing number of significant customers and on large complex contracts with respect to sales of the majority of its products and services. Revenue from carriers represented approximately 95.6% of revenue for fiscal 2008, compared to approximately 95.7% of revenue for fiscal 2007. If any significant customer discontinues its relationship with the Company for any reason, or reduces or postpones current or expected purchase commitments for its products and services, it could have a material adverse effect on the Company’s business, operating results and financial condition.

Three customers comprised 19%, 14% and 10%, respectively, of trade receivables as at March 1, 2008 (as at March 3, 2007, two customers comprised 23% and 13% respectively). The Company routinely monitors the financial condition of its customers and reviews the credit history of each new customer. The Company’s allowances for doubtful accounts may prove to be inaccurate or insufficient. If the Company experiences significant net bad debts expense for any reason, there could be a material adverse effect on the Company’s business, operating results and financial condition.

Network disruptions could affect the performance of the Company’s services and harm its reputation.

The BlackBerry service is provided through a combination of the Company’s network

applications and the wireless networks of its carrier partners. The Company’s operations rely to a significant degree on the efficient and uninterrupted operation of complex technology systems and networks, which are in some cases integrated with those of third parties. The Company’s networks and technology systems are potentially vulnerable to damage or interruption from a variety of sources, physical or logical, including damage or interruption by fire, earthquake, power loss, telecommunications or computer systems failure, cyber attack, human error, terrorist acts, war or other events. The Company continues to work to develop, implement and test its Business Continuity Plan and there can be no assurance that the measures taken by the Company to date, or measures implemented by the Company upon completion of its Business Continuity Plan, to manage risks related to network disruptions will be adequate or that the redundancies built into the Company’s systems and network operations will work as planned in the event of a disaster. As the Company’s subscriber base continues to grow, additional strain will be placed on the technology systems and networks, thereby increasing the relative risk of a network disruption. The Company has experienced network disruptions and, any outage in a network or system, or other unanticipated problem that leads to an interruption or disruption of the BlackBerry service could have a material adverse effect on the Company’s operations, sales and operating results. As the Company moves to support more applications or services, the expense to establish and maintain a resilient network services capability may significantly increase.

In addition, poor performance in or disruptions of the services that the Company delivers to its customers could harm its reputation, delay market acceptance of its services and subject it to liabilities. The Company enters into service level agreements (“SLAs”) with certain customers. The SLAs specify the events constituting “down time” and the actions that the Company will take to rectify or respond to such down time, including in certain cases, the payment of financial penalties. Failure to comply with SLAs may have a material adverse effect on RIM’s business, operating results and financial condition.

The occurrence or perception of a breach to the Company’s security measures or an inappropriate disclosure of confidential or personal information could harm its business.

The BlackBerry service involves the transmission of business-critical, proprietary and confidential information for customers and provides the Company with access to confidential or personal information and data. If the security measures that the Company or its partners has implemented are breached or if there is an inappropriate disclosure of confidential or personal information or data, including as a result of a security breach relating to hardware or software, the Company could be exposed to litigation, possible liability and statutory sanctions. Even if the Company was not held liable, a security breach or inappropriate disclosure of confidential or personal information and/or data could harm its reputation, and even the perception of security vulnerabilities in the Company’s products could lead some customers, particularly governmental customers, to reduce or delay future purchases or to purchase competitive products or services. In addition, the Company may be required to invest additional resources to protect the Company against damages caused by these actual or perceived disruptions or security breaches in the future.

If the Company does not control the production process or the quality of its products, the Company’s sales could be affected.

The Company has its own production facility, and its sales and operating profits could be adversely affected if the Company fails to manage its manufacturing and logistics efficiently or to ensure that its products meet customers’ quality standards. The Company may experience difficulties in increasing or decreasing production at its facilities, adopting new processes and finding the most effective and timely way to develop the best solutions to meet the technical requirements of its customers and of regulatory authorities. These difficulties may increase as the Company continues to manufacture an increasing number of different products. In addition, the Company is outsourcing certain of its manufacturing requirements to third parties. The failure by the Company, or any third party to which they in turn outsource RIM’s manufacturing requirements, to manage production and supply of the Company’s products successfully, including the failure to meet scheduled production and delivery deadlines, or the failure of products to meet the product quality requirements of customers, could materially adversely affect the Company’s financial condition, strategic partnerships and future prospects.

The Company relies upon third parties to manufacture and repair its products and it is exposed to the risk that these third parties may not be able to satisfy its manufacturing needs on a timely basis or to an appropriate quality standard.

The Company relies on third parties to outsource the production of certain of its devices. Third party manufacturers may not be able to satisfy the Company’s manufacturing needs on a timely basis. In addition, the Company may not be able to obtain substitute manufacturers when and if needed. Although the Company believes that substitute manufacturers are available, its inability to retain these substitutes quickly or cost-effectively could materially impair its ability to supply devices to its end-users. The Company’s reliance on outsourcing to third parties may involve a number of other risks, including:

	•		absence of guaranteed manufacturing;

	•		concerns regarding quality control;

	•		reduced control over delivery schedules and costs; and

	•		early termination of, or failure to renew, contractual arrangements.

Although the Company believes that the third party manufacturers have sufficient economic incentive to perform the Company’s manufacturing, the resources devoted to these activities by these third parties is not within the Company’s control, and there can be no assurance that manufacturing problems will not occur in the future. Insufficient supply or an interruption or stoppage of supply from such third party manufacturers or the Company’s inability to obtain additional manufacturers when and if needed, could have a material adverse effect on the Company’s business, results of operations and financial condition.

The Company relies on its suppliers to supply functional components and is exposed to the risk that these suppliers will not be able to supply components on a timely basis.

The Company’s manufacturing activity depends on obtaining adequate supplies of functional components, such as displays, semi-conductors, batteries, printed circuit boards, plastics, tooling equipment and flash memory, on a timely basis. The Company purchases several key components and licenses certain software used in the manufacture and operation of its products from a variety of sources. Some components come from sole source suppliers, including where the Company has outsourced various sub-assemblies and finished products. From time to time, shortages in allocations of components have resulted in delays in filling orders, and the Company is dependent on these sources to meet the Company’s needs. Alternative sources are not always available. Moreover, the Company depends on, but has limited control over, the quality and reliability of the products supplied or licensed to the Company. If the Company cannot supply products due to a lack of components, or is unable to redesign products with other components in a timely manner, the Company’s business will be significantly harmed. A supplier could also discontinue or restrict supplying components or licensing software to the Company with or without penalty. If a supplier discontinued or restricted supplying a component or licensing software, the Company’s business could be harmed by the resulting product manufacturing and delivery delays. In addition, if a component supplier failed to meet the Company’s supplier standards, such as the Company’s product quality standards, and as a consequence some of its products were unacceptable to the Company, the Company’s sales and operating results could be adversely affected. A supplier could also file for bankruptcy or experience damage or interruption in their operations due to fire, earthquake, power loss, telecommunications or computer systems failure, human error, terrorist acts, war or other events, which would have an adverse financial impact on the Company.

The Company generally uses rolling forecasts based on anticipated product orders to determine component requirements. Lead times for materials and components vary significantly and depend on factors such as specific supplier requirements, contract terms and current market demand for particular components. As the number of different products manufactured by the Company and its outsourcing partners, increases, it is increasingly difficult to estimate component requirements. If the Company overestimates its component requirements, it may result in excess inventory, which would increase the risk of obsolescence. If the Company underestimates component requirements, it may have inadequate inventory, which could interrupt manufacturing operations and delay delivery of products. Any of these occurrences could have a material adverse effect on the Company’s business, operating results and financial condition.

Defects in the Company’s products and services can be difficult to detect. If defects occur, they could have a material adverse effect on the Company’s business.

The Company’s products and services are highly complex and sophisticated and may contain design defects or errors that are difficult to detect and correct. Errors or defects may be found in new products or services after commencement of commercial shipments or provision of such services and, if discovered, the Company may not be able to successfully correct such errors or defects in a timely manner or at all. The occurrence of errors and failures in the Company’s products or services could result in loss of or delay in market acceptance of its products or services and may harm the Company’s reputation, and correcting such errors and failures in its products or services could require significant expenditure by the Company. As the Company’s products are integrated into its customers’ networks and equipment, the sale and support of these products may entail the risk of product liability or warranty claims based on damage to such networks and equipment. In addition, the failure of the Company’s products or services to perform to customer expectations could give rise to product liability claims and warranty claims. The consequences of such errors, failures and claims could have a material adverse effect on the Company’s business, operating results and financial condition.

The Company is subject to risks inherent in foreign operations.

Sales outside North America represented approximately 34.0% of revenues in fiscal 2008. The Company intends to continue to pursue international market growth opportunities, which could result in a scenario where international sales continue to account for an increasing portion of the Company’s consolidated revenues. The Company has committed, and intends to commit, significant resources to its international operations and sales and marketing activities. The Company maintains offices in Canada, the United States, the United Kingdom, Japan, Hong Kong, France, Italy, Germany, Australia, Singapore, Mexico, Spain and China, and expects to open additional offices in other countries. The Company has limited experience conducting business outside of North America, and it may not be aware of all the factors that may affect its business in foreign jurisdictions. The Company will be subject to a number of risks associated with international business activities that may increase liability, costs, lengthen sales cycles and require significant management attention. International operations carry certain risks and associated costs, such as:

	•		the complexities and expense of administering a business abroad;

	•		complications in compliance with, and unexpected changes in regulatory requirements;

	•		foreign laws, international import and export legislation;

	•		trading and investment policies;

	•		consumer protection laws that impose additional obligations on the Company or restrict the Company’s ability to provide limited warranty protection;

	•		corruption, requests for improper payments or other actions that may violate U.S. or Canadian foreign corrupt practices acts, uncertain legal enforcement and physical security;

	•		foreign currency fluctuations;

	•		exchange controls;

	•		tariffs and other trade barriers;

	•		difficulties in collecting accounts receivable;

	•		potential adverse tax consequences;

	•		uncertainties of laws and enforcement relating to the protection of intellectual property or secured technology;

	•		unauthorized copying of software;

	•		difficulty in managing a geographically dispersed workforce in compliance with diverse local laws and customs; and

	•		other factors, depending upon the country involved.

There can be no assurance that the Company will not experience these factors in the future or that they will not have a material adverse effect on the Company’s business, operating results and financial condition.

The Company is subject to government restrictions on the sale of products and services that use encryption technology.

Various countries have adopted controls, license requirements and restrictions on the export, import, and use of products or services that contain encryption technology. In addition, from time to time, governmental agencies have proposed additional requirements for encryption technology, such as requiring the escrow and governmental recovery of private encryption keys. Restrictions on the sale or distribution of products or services containing encryption technology may prevent the Company from selling or distributing the BlackBerry solution in certain markets or may require the Company to make changes to the encryption technology that is embedded in its products to comply with such restrictions. Government restrictions, or changes to the Company’s products or services to comply with such restrictions, could delay or prevent the acceptance and use of the Company’s products and services. Some of the Company’s competitors do not have the same level of encryption in their technology and some foreign competitors may be subject to less stringent controls on the export, import, and use of encryption technologies in certain markets. As a result, these competitors may be able to compete more effectively than the Company can in those markets. In addition, the United States, Canada and other countries have imposed export controls that prohibit the export of encryption technology to certain countries, entities and individuals. The Company’s failure to comply with export, import, and use regulations concerning encryption technology could subject the Company to sanctions and penalties, including fines, and suspension or revocation of export or import privileges.

The Company may not be able to manage growth and ongoing development of service and support operations.

The Company has experienced a period of significant growth in sales and personnel. Sales have increased to $6.01 billion in fiscal 2008, from $3.04 billion in fiscal 2007. The growth of the Company’s operations places a strain on managerial, financial and human resources. The Company’s ability to manage future growth will depend in large part upon a number of factors, including the Company’s ability to rapidly:

	•		increase the number of network carrier partners to create new marketplaces for the Company’s products and services;

	•		attract and retain qualified technical personnel in order to continue to develop reliable and flexible products and provide services that respond to evolving customer needs;

	•		develop support capacity for end-users and network carriers as sales increase, so that the Company can provide post-sales support without diverting resources from product development efforts; and

	•		expand the Company’s internal management and financial controls and administrative processes significantly, so that the Company can maintain control over its operations and provide support to other functional areas as the number of personnel and size of the Company increases.

The Company’s inability to achieve any of these objectives could harm the Company’s business, financial condition and results of operations.

Although sales of BlackBerry Wireless Devices to network operators, strategic partners and corporate partners continue to generate significant revenue streams, the Company is earning an increasing amount of its revenues from recurring monthly access fees from BlackBerry service and the licensing of BlackBerry software (BES and CALS). The Company expects future additional growth to come from its prosumer/consumer offerings through BIS. The growth in the Company’s services and software licensing operations will require ongoing development of service and support operations, including hiring and training employees and developing corporate standards and systems. Management systems will need to be continually enhanced and upgraded as the Company continues to increase its BlackBerry customer base, and the Company will need to increase or re-allocate the number of employees and facilities dedicated to customer service, fulfillment, financial and non-financial reporting, billing and other administrative functions.

There can be no assurance that the Company has made adequate allowances for the costs and risks associated with the expansion of these service offerings, that the systems, procedures or controls will be adequate to support its operations, or that the Company will be able to offer and expand its service offerings successfully. There can be no assurance that the Company will be able to manage its growth or its shift in business revenues effectively.

Acquisitions, investments and other business initiatives may negatively affect the Company’s operating results.

The Company continues to seek out opportunities to acquire or invest in businesses, products and technologies that expand, complement or are otherwise related to the Company’s current business. These activities create risks such as the need to integrate and manage the businesses and products acquired with the business and products of the Company, additional demands on the Company’s management, resources, systems, procedures and controls, disruption of the Company’s ongoing business, and diversion of management’s attention from other business concerns. Such acquisitions, investments or other business collaborations may involve significant commitments of financial and other resources of the Company. An acquisition may have an adverse effect on our cash position if all or a portion of the purchase price is paid in cash, and common shares issuable in an acquisition would dilute our existing shareholders’ percentage ownership. Any such activity may not be successful in generating revenue, income or other returns to the Company, and the financial or other resources committed to such activities will not be available to the Company for other purposes. In addition, the acquisitions may involve unanticipated costs and liabilities, including possible litigation, that are not covered by the indemnity or escrow provisions of the acquisition agreement. The Company’s inability to address these risks could negatively affect the Company’s operating results.

Reduced spending by customers due to the uncertainty of economic and geopolitical conditions may negatively affect the Company.

Many of the Company’s end-users of the BlackBerry solution are directly affected by economic and geopolitical conditions affecting the broader market. Current and future conditions in the domestic and global economies remain uncertain. A slowdown in capital spending by end-users of the Company’s products, coupled with existing economic and geopolitical uncertainties globally and in the financial services or legal markets, may create uncertainty for market demand and may affect RIM’s revenues.

It is difficult to estimate the level of growth for the economy as a whole. It is even more difficult to estimate growth in various parts of the economy, including the markets in which the Company participates. Because all components of the Company’s budgeting and forecasting are dependent upon estimates of growth in the markets that the Company serves and demand for its products and services, economic uncertainties make it difficult to estimate future income and expenditures. Downturns in the economy or geopolitical uncertainties may cause end-users to reduce their IT budgets or reduce or cancel orders for the Company’s products which could have a material adverse impact on the Company’s business, operating results and financial condition. In addition, acts of terrorism and the outbreak of hostilities and armed conflicts between countries have created uncertainties that may affect the global economy and could have a material adverse effect on the Company’s business, operating results and financial condition.

The Company operates in a highly competitive industry.

The Company is engaged in an industry that is highly competitive and rapidly evolving, and has experienced, and expects to continue to experience, intense competition from a number of companies. No technology has been exclusively or commercially adopted as the industry standard for wireless communication. Accordingly, both the nature of the competition and the scope of the business opportunities afforded by the market in which the Company competes is uncertain. The

Company’s competitors, including many new market entrants, may implement new technologies before the Company does. In addition, the Company’s competitors may deliver new products and solutions earlier, or provide more attractively priced, enhanced or better quality products and solutions than the Company does.

The Company also expects that additional competition will develop, both from existing businesses in the wireless data communications industry and from new entrants, as demand for wireless access products and services expands and as the market for these products and services becomes more established. In addition, network infrastructure developers, independent software vendors, smartphone vendors, PC or PDA vendors, internet application vendors or key network operators may seek to provide integrated wireless solutions that compete with the Company’s products. The impact of competition could result in price reductions, fewer customer orders, lost market share and reduced gross and operating margins. There can be no assurance that the Company will be able to compete successfully and withstand competitive pressures.

Many of the Company’s competitors have greater name recognition, larger customer bases and significantly greater financial, technical, marketing, public relations, sales, distribution and other resources than the Company does. There can be no assurance that the Company will be able to compete effectively with these companies.

In addition, to the extent that the Company licenses its technology to enable other device manufacturers to equip their handsets with BlackBerry functionality, including RIM’s push technology, such action may have the effect of impacting demand for RIM’s wireless devices.

The Company may be required to reduce its prices to compete successfully.

The intensely competitive market in which the Company conducts its business may require it to reduce its prices. If the Company’s competitors offer deep discounts on certain products or services in an effort to recapture or gain market share or to sell other products and services, the Company may be required to lower prices or offer other favorable terms to compete successfully. Any such changes would reduce the Company’s margins and could adversely affect the Company’s operating results. The Company’s recent entry into the consumer market may intensify this risk due to the broader choice of smartphones and other devices offered by multiple vendors in this market segment.

Mergers or other strategic transactions by the Company’s competitors or carrier partners could weaken the Company’s competitive position or reduce its revenue.

If two or more of the Company’s competitors or carrier partners were to merge or partner, the change in the competitive landscape could adversely affect the Company’s ability to compete effectively. The Company’s competitors may also establish or strengthen co-operative relationships with its carrier partners, sales channel partners or other parties with whom the Company has strategic relationships, thereby limiting the Company’s ability to promote its products and services. Disruptions in the Company’s business caused by these events could reduce revenue and adversely affect the Company’s operating results.

The Company’s future success depends on its existing key personnel, the loss of any of whom could adversely impact its business.

The Company’s success is largely dependent on its continuing ability to identify, attract, develop, motivate and retain skilled employees. Competition for highly skilled management, technical, research and development and other employees is intense in the wireless communications industry and the Company may not be able to attract or retain highly qualified personnel in the future. None of the Company’s officers or key employees is bound by an employment agreement for any specific term. The Company does not maintain key-person life insurance policies on any of its employees. The loss of key employees could disrupt operations and impair the Company’s ability to compete effectively.

The Company’s ability to attract and retain key personnel may be negatively impacted by recent new and proposed regulations relating to equity compensation plans.

Historically, RIM has used stock option grants as an important component of employee compensation packages. The Company adopted in fiscal 2007 a fair-value based method to account for share-based payments in accordance with Statements of Financial Accounting Standards 123R – Share-Based Payment that requires the Company to record a charge to earnings for stock option grants. Regulations such as these may make it more difficult to grant stock options, or other stock-based compensation, and may lead to increased reported compensation costs, a need to change the Company’s compensation system or make it more difficult for the Company to attract, retain and motivate employees. These factors could have an adverse impact on the Company’s business and stock price performance.

The Company’s business relies on third-party network infrastructure developers and software platform vendors and is exposed to the risk that these developers will be unable to develop or maintain their network infrastructure or market position.

The Company relies on wireless network infrastructure developers for access to emerging wireless data protocols. In addition, the Company’s business is dependent on the development, deployment and maintenance by third parties of their wireless infrastructure and on their sales of products and services that use the Company’s products. Market acceptance of the Company’s products may also depend on support from third-party software developers and the marketing efforts of value added resellers, Internet service providers and computer manufacturers and distributors. The loss of, or inability to maintain, any of these relationships, or the failure of such third parties to execute or effectively manage their own business plans, could result in delays or reductions in product shipments, which could have a material adverse effect on the Company’s business, operating results and financial condition.

The Company has designed BES to be used with Microsoft Exchange, Lotus Notes and Novell GroupWise. The functionality of BlackBerry devices sold to corporate customers will depend on continued growth in the number of businesses that adopt Microsoft Exchange, Lotus Notes and Novell GroupWise as their email and server solutions. If the number of businesses that adopt these platforms fails to grow or grows more slowly than we currently expect, or if Microsoft, Lotus or Novell delay or fail to release new or enhanced products, or announce new incompatible products, RIM’s revenues from BlackBerry corporate customers could be materially adversely affected.

The Company is exposed to fluctuations in foreign currencies.

The Company is exposed to foreign exchange risk as a result of transactions in currencies other than its U.S. dollar functional currency. The majority of the Company’s revenue and purchases of raw materials are denominated in U.S. dollars. However, some revenue, a substantial portion of operating costs, including salaries and manufacturing overhead, as well as capital expenditures, are incurred in other currencies, primarily Canadian dollars. If the Canadian dollar appreciates relative to the U.S. dollar, the Company’s Canadian dollar denominated expenses will increase

when translated to U.S. dollars for financial reporting purposes. Exchange rate fluctuations may materially adversely affect the Company’s operating results in future periods. For more details, please refer to the discussion of foreign exchange in Management’s Discussion and Analysis of Financial Condition and Results of Operations for the fiscal year ended March 1, 2008.

A significant portion of the Company’s assets are held in cash, cash equivalents, short-term or long-term investments, all of which are subject to market and credit risk.

The Company had a total balance of cash, cash equivalents, short term investments and long-term investments of $2.34 billion as at March 1, 2008, compared to $1.41 billion as at March 3, 2007. The Company realized investment income of $79.4 million in fiscal 2008, compared to $52.1 million in fiscal 2007. Cash equivalents, short term and other investments are invested in debt securities of varying maturities. Consequently, the Company is exposed to interest rate risk and its operating results may be materially adversely affected by changes in interest rates. The fair value of short term and other investments, as well as the investment income derived from the investment portfolio, will fluctuate with changes in prevailing interest rates.

Additionally, the Company is exposed to market and credit risk on its investment portfolio. While the Company’s investment policies include investing in liquid, investment-grade securities and limiting investments in any single issuer, there can be no assurance that such investment policies will reduce or eliminate market or credit risks.

Any impairment in the value of its goodwill, intangible assets and other assets will require the Company to take a charge against earnings that may negatively impact the Company’s results.

RIM regularly conducts an analysis of its goodwill and intangible assets. If significant impairment is determined as a result of this analysis, the Company would be required to record a corresponding non-cash impairment charge against earnings. Depending on the magnitude of such a charge, RIM’s share price could be negatively affected.

Government regulation of wireless spectrum and radio frequencies may provide opportunities for competitors or limit industry growth.

The allocation of radio frequencies around the world is regulated by government bodies and there is limited spectrum available for use in the delivery of wireless services. If there is insufficient spectrum allocated to the delivery of wireless communications services, the Company’s growth and financial performance could be adversely impacted. In addition, deregulation of spectrum may allow new wireless technologies to become viable, which could offer competition to the Company’s products and services.

Recently enacted and proposed changes in securities laws and related regulations could result in increased costs to the Company.

Changes in the laws and regulations affecting public companies, including the provisions of Sarbanes-Oxley Act of 2002 (“Sarbanes”) in the United States and recent rules enacted and proposed by the SEC and Nasdaq as well as Part XXIII.1 of the Securities Act (Ontario) and

related rules, have resulted in increased costs to the Company as it responds to the new requirements. In particular, complying with the internal control over financial reporting requirements of Section 404 of Sarbanes and similar requirements under Canadian securities laws has resulted in increased internal costs and higher fees from the Company’s independent accounting firm. The Company has been, and may continue to be, required to hire additional personnel and utilize additional outside legal, accounting and advisory services — all of which could cause the Company’s general and administrative costs to increase beyond what the Company currently has planned. The new rules also could make it more difficult for the Company to obtain certain types of insurance, including director and officer liability insurance, and the Company may be forced to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. The impact of these events could also make it more difficult for the Company to attract and retain qualified persons to serve on its Board of Directors, on committees of its Board of Directors, or as executive officers. The Company cannot yet estimate the amount of total additional costs it may incur or the timing of such costs as it implements these new and proposed rules.

The sale of the Company’s products is dependent upon the continued use and expansion of the Internet.

Increased sales of the Company’s products and services will depend, in part, upon the expansion of the Internet as a leading platform for communication and commerce. Usage of the Internet may be inhibited for a number of reasons. The Internet infrastructure may not be able to support the demands placed on it by continued growth and may lose its viability due to delays in the development or adoption of new equipment, standards and protocols to handle increased levels of Internet activity, security, reliability, cost, ease-of-use, accessibility and quality of service. In addition, concern about the transmission of confidential information over the Internet has been a significant barrier to electronic communications and commerce. Any well-publicized compromise of security could deter more people from using the Internet to transmit confidential information or conduct commercial transactions. The possibility that federal, state, provincial, local or foreign governments may adopt laws or regulations limiting the use of the Internet, or the use of information collected from communications or transactions over the Internet, or may seek to tax Internet commerce, could significantly reduce the use of the Internet. If the Internet does not continue to become a widespread communications medium and commercial marketplace, the demand for the Company’s products and services may be materially adversely affected.

The Company is subject to regulation, certification and health risks that could affect its business.

The Company’s products must be approved by the Federal Communications Commission, or the FCC, before they can be used in commercial quantities in the United States. The FCC requires that access devices meet various standards, including safety standards with respect to human exposure to electromagnetic radiation and basic signal leakage. Regulatory requirements in Canada, Europe, Asia and other jurisdictions must also be met. Although the Company’s products and solutions are designed to meet relevant safety standards and recommendations globally, any perceived risk of adverse health effects of wireless communication devices could materially adversely affect the Company through a reduction in sales.

In addition to regulatory approvals, product manufacturers must obtain certification from the networks upon which their products operate. Failure to maintain regulatory approvals and network certifications for the Company’s current products or a failure to obtain required regulatory approvals or network certifications for any new products on a timely basis could have a material adverse effect on the Company’s business, operating results and financial condition.

Allegations of possible health or other risks relating to the use or misuse of the Company’s products, or lawsuits and publicity related to such allegations, regardless of merit, could negatively affect the Company’s operations by decreasing demand for its products or requiring the Company to devote resources to address such matters.

There has been public speculation about possible health risks to individuals from exposure to electromagnetic fields from the use of mobile devices. While scientific research conducted by independent research bodies has found no evidence that radio signals pose a threat to human health at levels prescribed by public health authority standards and recommendations, government agencies, international health organizations and other scientific bodies continue to conduct research on the topic, and there can be no assurance that future studies, irrespective of their scientific basis, will not suggest a link between electromagnetic fields from mobile devices and adverse health effects. Other mobile device manufacturers and cellular services providers have been named in lawsuits alleging that the use of mobile devices poses a risk to human health and that radio emissions have caused or contributed to the development of brain tumors. Other users of mobile devices with multimedia functions, such as MP3 players, have claimed that the use of such products has contributed to or resulted in hearing loss or other adverse health effects. In addition, users of the Company’s products who disregard the Company’s warnings about using the products while operating a motor vehicle or who use after-market accessories, such as batteries, that are not subject to the Company’s quality control procedures may also be at risk of bodily harm. The perception of risk to human health or other risks could adversely affect the demand for the Company’s products and allegations of risks relating to the Company’s products could result in litigation, which could distract management or result in liabilities for the Company, regardless of the merit of such claims.

The Company’s worldwide operations subject it to income and other taxes in many jurisdictions, and the Company must exercise significant judgment in order to estimate its worldwide financial provision for income taxes. There can be no assurances that the Company’s historical provisions and accruals for income and other taxes will be adequate.

The Company is subject to income and other taxes in Canada and numerous foreign jurisdictions. Significant judgment is required in determining its worldwide liability for income and other taxes. In the ordinary course of the Company’s business, there are many transactions and calculations where the ultimate tax determination is uncertain. Although the Company believes that its tax estimates are reasonable, there can be no assurances that the final determination of any tax audits will not be materially different from that which is reflected in historical income and other tax provisions and accruals. Should additional taxes be assessed as a result of an audit, litigation or changes in tax laws, there could be a material adverse effect on the Company’s current and future results and financial condition.

The Company’s future effective tax rate will depend on the relative profitability of the Company’s domestic and foreign operations, the statutory tax rates and taxation laws of the related tax jurisdictions, the tax treaties between the countries in which the Company operates, and the timing of the release, if any, of the valuation allowance.

The market price of the Company’s common shares may be volatile.

The market price of the Company’s outstanding common shares has been volatile in the past, and may continue to be in the future, due in part to highly volatile markets generally, particularly for technology company shares. A variety of events, including news announcements by the Company or its competitors, trading volume, general market trends for technology companies and other factors, could result in wide fluctuations in the market price for its common shares. The Company’s share price may also be affected by factors such as the performance of other technology companies, announcements by or results of RIM’s competitors, results of existing or potential litigation, updates to forward-looking financial guidance, and announcements regarding new products and services.

The Company’s quarterly financial results and the growth of its subscriber base are difficult to forecast and such results and growth may not meet the expectations of analysts or investors, which would contribute to the volatility of the market price of the Company’s common shares. The Company’s financial results may not follow any past trends. The Company’s sales may also be impacted by economic factors which more significantly impact other specific industry sectors, such as the financial, government and legal services sectors. These sectors have represented the Company’s largest end user concentration to date. The Company’s operating expenses are based on anticipated revenue levels, are relatively fixed in the short term to medium term and are incurred throughout the quarter; thus, fluctuations in operating expenses are likely. Significant unanticipated sales and marketing, R&D, IT, professional and other costs may be incurred in a single quarter which will affect results. Additionally, many of the Company’s products are subject to long sales cycles. As a result, if expected revenues are not realized as anticipated, or if operating expenses are higher than expected, the Company’s quarterly financial results could be materially adversely affected. These factors can make it difficult to predict the Company’s quarterly financial results.

In addition, the Company relies on the individual carriers to instruct the Company to create subscriber accounts and determines whether the subscriber account should have an active status. That carrier is charged a service fee for each subscriber account each month. If a carrier informs the Company to deactivate the subscriber account, then the Company no longer includes that subscriber account in its BlackBerry subscriber account base and ceases billing from the date of notification of deactivation. On a quarterly basis, the Company may make an estimate of pending deactivations for certain carriers that do not use a fully-integrated provisioning system. It is the carrier’s responsibility to report changes to the subscriber account status on a timely basis to the Company. The Company’s failure to meet the expectations of analysts or investors as a result of difficulties in predicting the growth rate in its subscriber base may further contribute to the volatility of the market price of its common shares.

There could be adverse tax consequence for the Company’s shareholders in the United States if the Company is or was a passive foreign investment company.

Under U.S. federal income tax laws, if a company is, or for any past period was, a passive foreign investment company, or PFIC, there could be adverse U.S. federal income tax consequences to U.S. shareholders even if the Company is no longer a PFIC. The determination of whether the Company is a PFIC is a factual determination made annually based on various facts and circumstances and thus is subject to change, and the principles and methodology used in determining whether a company is a PFIC are subject to interpretation. While the Company does not believe that it is currently or has been a PFIC, there can be no assurances that the Company was not a PFIC in the past and will not be a PFIC in the future. U.S. shareholders are urged to consult their tax advisors concerning U.S. federal income tax consequences of holding the Company’s common shares if RIM is or has been considered a PFIC.

The Company’s charter documents enable its directors to issue preferred shares which may prevent a takeover by a third party.

The Company’s authorized share capital consists of an unlimited number of common shares, an unlimited number of class A common shares and an unlimited number of preferred shares, issuable in one or more series. The Company’s Board of Directors has the authority to issue preferred shares and determine the price, designation, rights, preferences, privileges, restrictions and conditions, including dividend rights, of these shares without any further vote or action by shareholders. The rights of the holders of common shares will be subject to, and may be adversely affected by, the rights of holders of any preferred shares that may be issued in the future. The Company’s ability to issue preferred shares could make it more difficult for a third party to acquire a majority of the Company’s outstanding voting shares, the effect of which may be to deprive the Company’s shareholders of a control premium that might otherwise be realized in connection with an acquisition of the Company.

DIVIDEND POLICY

Dividend Policy and Record (Canadian $000’s)

With the exception of a capital dividend of $262 paid on October 27, 1997, RIM has not paid any cash dividends on its common shares to date. The Company will consider paying dividends on its common shares in the future when circumstances permit, having regard to, among other things, the Company’s earnings, cash flows and financial requirements, as well as relevant legal and business considerations.

DESCRIPTION OF SHARE CAPITAL

The Company’s authorized share capital consists of an unlimited number of voting common shares without par value, an unlimited number of non-voting, redeemable, retractable class A common shares without par value, and an unlimited number of non-voting, cumulative, redeemable, retractable preferred shares without par value, issuable in series. Only common shares are issued and outstanding.

Common Shares

Each common share is entitled to one vote at meetings of the shareholders and to receive dividends if, as and when declared by the board of directors. Dividends which the board of directors determine to declare and pay shall be declared and paid in equal amounts per share on the common shares and class A common shares at the time outstanding without preference or distinction. Subject to the rights of holders of shares of any class ranking prior to the class A common shares and common shares, holders of class A common shares and common shares are entitled to receive the Company’s remaining assets ratably on a per share basis without preference or distinction in the event that it is liquidated, dissolved or wound-up.

Class A Common Shares

The holders of class A common shares are not entitled to receive notice of or attend or vote at any meeting of the Company’s shareholders, except as provided by applicable law. Each such holder is entitled to receive notice of and to attend any meetings of shareholders called for the purpose of authorizing the dissolution or the sale, lease or exchange of all or substantially all of the Company’s property other than in the ordinary course of business and, at any such meeting, shall be entitled to one vote in respect of each class A common share on any resolution to approve such dissolution, sale, lease or exchange. Dividends are to be declared and paid in equal amounts per share on all the class A common shares and the common shares without preference or distinction. Subject to the rights of holders of any class of share ranking prior to the class A common shares and common shares, in the event that the Company is liquidated, dissolved or wound-up, holders of class A common shares and common shares are entitled to receive the remaining assets ratably on a per share basis without preference or distinction. The Company authorized for issuance the class A common shares when the Company was a private company to permit employees to participate in equity ownership. Class A common shares previously issued by the Company to such employees were converted on a one-for-one basis into common shares in December 1996 at the time that the Company became a reporting issuer in the Province of Ontario by filing a prospectus with respect to a special warrant offering completed in the Province of Ontario in 1997. At this time, the Company has no plans to issue further class A common shares.

Preferred Shares

The holders of preferred shares are not entitled to receive notice of or to attend or vote at any meeting of the Company’s shareholders, except as provided by applicable law. Preferred shares may be issued in one or more series and, with respect to the payment of dividends and the distribution of assets in the event that the Company is liquidated, dissolved or wound-up, rank prior to the common shares and the class A common shares. The Company’s board of directors has the authority to issue series of preferred shares and determine the price, number, designation, rights, privileges, restrictions and conditions, including dividend rights, of each series without any further vote or action by shareholders. The holders of preferred shares do not have pre-emptive rights to subscribe for any issue of the Company’s securities. At this time there are no preferred shares outstanding and the Company has no plans to issue any preferred shares.

MARKET FOR SECURITIES OF THE COMPANY

The Company’s common shares are listed and posted for trading on The Toronto Stock Exchange under the symbol “RIM” and are quoted for trading on the Nasdaq Stock Market under the symbol “RIMM”. The volume of trading and price ranges of the Company’s Common Shares on the Nasdaq Stock Market and the Toronto Stock Exchange are set out in the following table ¹:


	Common Shares – TSX				Common Shares – Nasdaq
	Price Range		Average Daily		Price Range		Average Daily
Month	(Cdn. $)		Volume		(US$)		Volume
March 2007	$	50.58 - $55.58		1,423,609	$	43.50 - $47.42		18,822,859
April 2007	$	48.49 - $57.15		1,421,490	$	42.93 - $49.65		18,030,555
May 2007	$	48.67 - $60.13		1,580,918	$	43.78 - $56.24		20,520,259
June 2007	$	56.98 - $71.47		1,711,057	$	53.10 - $66.86		21,181,671
July 2007	$	72.70 - $82.00		2,192,943	$	66.36 - $78.66		25,911,729
August 2007	$	66.34 - $90.32		1,975,786	$	61.54 - $85.87		22,433,557
September 2007	$	84.55 - $101.31		1,605.989	$	80.14 - $100.98		14,279,758
October 2007	$	95.00 - $123.69		2,001,945	$	95.02 - $128.36		25,950,487
November 2007	$	94.90 - $126.34		2,401,914	$	96.80 - $137.01		34,548,143
December 2007	$	99.00 - $120.00		2,037,437	$	97.40 - $122.16		27,159,280
January 2008	$	82.61 - $115.00		2,196,877	$	80.20 - $116.05		29,386,100
February 2008	$	82.93 - $110.75		1,811,275	$	81.96 - $112.26		22,096,015


¹		The Company declared a 3-for-1 stock split of the Company’s outstanding common shares on June 28, 2007. The stock split was implemented by way of a stock dividend. Shareholders received two common shares of the Company for each common share held. The stock dividend was paid in the second quarter of fiscal 2008. All data in the above table reflects this stock dividend.

DIRECTORS AND OFFICERS

The Company currently has a board of directors comprised of eight persons. In accordance with the provisions of the OBCA, the directors are authorized from time to time to increase the size of the board of directors, and to fix the number of directors, up to the maximum of 15 persons, as currently provided under the articles of the Company, without the prior consent of the shareholders.

The following table sets forth the name, municipality of residence and principal occupation during the last five years of each of the Company’s directors and executive officers. Each director is elected at the annual meeting of shareholders to serve until the next annual meeting or until a successor is elected or appointed.


Name, Municipality of Residence and Present	Director	Position(s) with
Principal Occupation	Since	the Company
James L. Balsillie	1993	Director,
Waterloo, Ontario		Co-Chief Executive
Co-Chief Executive Officer, RIM		Officer

Michael Lazaridis	1984	Director, President and
Waterloo, Ontario		Co-Chief Executive
President and Co-Chief Executive Officer, RIM		Officer

James Estill ^{(2) (3) (4)}	1997	Director
Guelph, Ontario
Chief Executive Officer, SYNNEX Canada Ltd

John Richardson, FCA ^{(1) (2) (3) (4)}	2003	Lead Director
Toronto, Ontario
Chairman, Ontario Pension Board

David Kerr ^{(1) (2) (3)}	2007	Director
Toronto, Ontario
Managing Partner, Edper Financial Group

Roger Martin ⁽⁵⁾	2007	Director
Toronto, Ontario
Dean, The Rotman School of Management

Barbara Stymiest, FCA ^{(1) (4)}	2007	Director
Toronto, Ontario
Chief Operating Officer, Royal Bank of Canada

John Wetmore^{(2) (3) (5)}	2007	Director
Toronto, Ontario
Corporate Director

Karima Bawa	N/A	Vice President,
Vancouver, British Columbia		Legal
Vice President, Legal, RIM

Brian Bidulka	N/A	Chief Accounting Officer
Burlington, Ontario
Chief Accounting Officer, RIM

Robin Bienfait	N/A	Chief Information Officer
Norcross, Georgia
Chief Information Officer, RIM

Larry Conlee	N/A	Chief Operating Officer,
Waterloo, Ontario		Product Development and
Chief Operating Officer, Product Development		Manufacturing
and Manufacturing, RIM

Dennis Kavelman	N/A	Chief Operating Officer -
Waterloo, Ontario		Administration and
Chief Operating Officer — Administration and		Operations
Operations, RIM

Don Morrison	N/A	Chief Operating Officer,
Toronto, Ontario		BlackBerry
Chief Operating Officer, BlackBerry , RIM

David Yach	N/A	Chief Technology
Waterloo, Ontario		Officer, Software
Chief Technology Officer, Software, RIM


Notes:

¹		Member of the Audit Committee.

²		Member of the Compensation Committee.

³		Member of the Nomination & Governance Committee.


⁴		Member of the Oversight Committee.

⁵		Strategic Planning Committee

As at March 1, 2008, the above directors and executive officers of the Company beneficially owned, or controlled directly or indirectly over 72 million common shares of the Company representing approximately 13% of the issued and outstanding common shares of the Company.

During the past five years, each of the directors and executive officers of the Company has been engaged in their current principal occupation as specified above except: Mr. David Kerr who prior to August 2006 was Chairman of Falconbridge Ltd; Ms. Barbara Stymiest who prior to 2004 was Chief Executive Officer at TSX Group Inc.; Mr. John Wetmore who was Vice President, Contact Centre Development of IBM Americas and formerly President and Chief Executive Officer of IBM Canada; Ms. Robin Bienfait who prior to January 2007 was Senior Vice President of AT&T Global Network Operations, Network Security and Disaster Recovery, previously Chief Compliance Officer, EH&S and prior to that was Vice President Service Assurance, E-Mtce & IP/Data Systems at AT&T Labs; Mr. Brian Bidulka who prior to March 2007 was Vice President, Corporate Controller of the Company, previous to that he was Vice President, Corporate Finance at Molson Inc., and formerly Vice President, Finance-Operations at Molson Canada; Mr. Dennis Kavelman, who prior to March 2007 was the Chief Financial Officer of the Company; and Mr. David Yach who prior to January 2008 was Senior Vice President, Software and Vice President, Software of the Company.

The Company has an Audit Committee, Compensation Committee, Oversight Committee, Nomination and Governance Committee and Strategic Planning Committee the members of which are noted above. The Company does not have an Executive Committee.

Cease Trade Orders

Other than set out below, none of the directors or executive officers:

is, as at the date of the Annual Information Form, or was within 10 years before the date of the Annual Information Form, a director or chief executive officer or chief financial officer of any company (including RIM) that:

	i)		was the subject of an order (as defined in Multilateral Instrument 51-102F5) that was issued while the director or executive officer was acting in the capacity as director, chief executive officer or chief financial officer; or

	ii)		was subject to an order that was issued after the director or executive officer ceased to be a director, chief executive officer, or chief financial officer, and which resulted from an event that occurred while that person was acting in the capacity as a director, chief executive officer, or chief financial officer.

None of the directors, executive officers or a shareholder holding a sufficient number of securities of the Company to affect materially the control of the Company,

b)		is at the date hereof, or has been within 10 years before the date of this Annual Information Form, a director or executive officer of any company (including RIM) that while that person was acting in that capacity, or within a year of that person ceasing to act in that capacity, became bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency or was subject to or instituted any proceedings, arrangement or compromise with creditors or had a receiver, receiver manager or trustee appointed to hold its assets; or

c)		has, within the 10 years before this Annual Information Form, become bankrupt, made a proposal under any legislation relating to bankruptcy or insolvency, or become subject to or instituted any proceedings, arrangement or compromise with creditors, or had a receiver, receiver manager or trustee appointed to hold the assets of the director, executive officer or shareholder.

On November 7, 2006, as a result of the Company failing to file its second quarter financial statements for fiscal 2007 before the statutory filing deadline of October 17, 2006 each of the directors and executive officers listed above (other than Messrs. Kerr and Martin) as well as certain of the other Company’s senior officers and certain insiders of the Company were subject to a management cease trade order (the “MCTO”) issued by the Ontario Securities Commission (the “OSC”). The MCTO prohibited trading in the Company’s securities by its senior officers, directors and certain insiders during the time that the MCTO was in effect. The MCTO was revoked on May 23, 2007 after the required securities filings were made by RIM with the OSC.

Audit Committee

The audit committee’s purpose is to provide assistance to the Board in fulfilling its legal and fiduciary obligations with respect to matters involving the accounting, auditing, financial reporting, internal control and legal compliance functions of the Company and its subsidiaries. It is the objective of the Committee to maintain free and open means of communications among the Board, the independent auditors and the financial and senior management of the Company.

The full text of the audit committee’s Charter is included as Appendix A to this Annual Information Form.

The following are the members of the committee, each of whom is a director of the Company and is independent and financially literate under Section 1.4 and 1.5 of Multilateral Instrument 52-110-Audit Committees. The members of the audit committee bring significant skill and experience to their responsibilities including professional experience in accounting, business and finance. The specific education and experience of each such member that is relevant to the performance of his responsibilities as a member of the audit committee is set out below:

Barbara Stymiest, FCA (Chair) — Ms. Stymiest has an HBA from the Richard Ivey School of Business, University of Western Ontario and FCA from the Institute of Chartered Accountants of Ontario. Ms. Stymiest has been Chief Operating Officer of RBC Financial Group since 2004. Prior to this, Ms. Stymiest held positions as Chief Executive Officer at TSX Group Inc., Executive Vice-President & CFO at BMO Nesbitt Burns and Partner of Ernst & Young LLP.

Ms. Stymiest is currently a Director at Symcor Inc. and the Toronto Rehabilitation Institute Foundation and a member of the Canadian Institute for Advanced Research and the Royal Ontario Museum.

John Richardson, B. Comm., MBA, FCA — Mr. Richardson has a Bachelor of Commerce Degree from the University of Toronto, an MBA from the Harvard Business School and FCA from the Institute of Chartered Accountants of Ontario. Mr. Richardson was appointed Chairman of the Ontario Pension Board in July 2004 and retired at the end of his three year term on June 30, 2007. He was a former senior partner of Clarkson Gordon & Co, Executive Vice President of Lonvest Corporation (now London Insurance Group Inc.), President of Great Lakes Power, Deputy Chairman of London Insurance Groups Inc., Chairman, President and CEO of Wellington Insurance, and Chairman of London Guarantee Insurance Company. Mr. Richardson was a past board member with the Insurance Bureau of Canada and the Facility Association. Mr. Richardson is currently Chairman of Boiler Inspection and Insurance Co. Limited, and a trustee of Armtec Infrastructure Income Fund and Resolve Business Outsourcing Income Fund.

David Kerr, CA – Mr. Kerr has served as a director of RIM since 2007 and is Managing Partner of Edper Financial Corporation, a financial management company. From July 2002, to August 2006, Mr. Kerr was Chairman of Falconbridge Limited (formally Noranda Inc.) and prior to that he was President and Chief Executive Officer of Falconbridge Limited. Mr. Kerr is a director of Brookfield Asset Management Inc., Can West Global Communications Corp., Sustainable Developments Technology Canada, Sun Life Financial Corporation, the Toronto Rehabilitation Hospital Foundation, and the Special Olympics Canada Foundation. He is also a member of the National Round Table on the Environment and the Economy. In the past five years, Mr. Kerr also served as a director of Shell Canada Limited.

As set out in the committee’s charter, the committee is responsible for pre-approving all non-audit services to be provided to the Company by its external auditor. The Company’s practice requires senior management to report to the Audit Committee any provision of services by the auditors and requires consideration as to whether the provision of the services other than audit services is compatible with maintaining the auditor’s independence. All audit and audit-related services are pre-approved by the Audit Committee.

Audit Fees

The aggregate fees billed by Ernst & Young LLP (“E&Y”), the Company’s independent auditor, for the fiscal years ended March 1, 2008 and March 3, 2007, respectively, for professional services rendered by E&Y for the audit of the Company’s annual financial statements or services that are normally provided by E&Y in connection with statutory and regulatory filings or engagements for such fiscal years were $1,777,000 and $2,540,000, respectively.

Audit-Related Fees

The aggregate fees billed by E&Y for the fiscal years ended March 1, 2008 and March 3, 2007, respectively, for assurance and related services rendered by E&Y that are reasonably related to the performance of the audit review of the Company’s financial statements and are not reported

above as audit fees were $124,000 and $nil. Professional services provided included procedures in support of stock option investigations.

Tax Fees

The aggregate fees billed by E&Y for the fiscal years ended March 1, 2008 and March 3, 2007, respectively, for professional services rendered by E&Y for tax compliance, tax advice, tax planning and other services were $96,000 and $140,000, respectively. Tax services provided included international tax compliance engagements.

TRANSFER AGENTS AND REGISTRARS

The Company’s transfer agent and registrar in Canada is Computershare Investor Services Inc. of Canada, 100 University Ave., 9^th Fl., Toronto, Ontario M5J 2Y1. The co-transfer agent and registrar for the common shares in the United States is Computershare Trust Company, Inc. at its office in Denver, Colorado.

MATERIAL CONTRACTS

The Company has not entered into any material contracts, other than contracts entered into in the ordinary course of business, on or after January 1, 2002, other than entering into a licensing and settlement agreement with NTP, Inc. (the “Settlement and Licensing Agreements”) both of which can be found under the Company’s profile on www.sedar.com. The Settlement and Licensing Agreements are summarized in the Company’s material change report filed on SEDAR on March 10, 2006, which is incorporated by reference in the AIF.

INTERESTS OF EXPERTS

Ernst & Young LLP has delivered an auditor’s report in respect of the consolidated financial statements of the Corporation for the year ended March 1, 2008. To the best of management’s knowledge, Ernst & Young LLP has no registered or beneficial interests, direct or indirect, in any securities or other property of the Company.

ADDITIONAL INFORMATION & DOCUMENTS INCORPORATED BY REFERENCE

Additional information related to the Company can be found on SEDAR at www.sedar.com. Additional financial information is provided in the Company’s audited consolidated financial statements and the Company’s Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) for the year ended March 1, 2008, which can be found at www.sedar.com.

Additional information, including directors’ and officers’ remuneration and indebtedness to the Company, principal holders of the securities of the Company, options to purchase securities and interests of insiders in material transactions, is contained in the Company’s Management Information Circular.

The Company will provide to any person, upon request to the Secretary of the Company at 295

Phillip Street, Waterloo, Ontario, N2L 3W8:

(a) when the securities of the Company are in the course of a distribution pursuant to a short form prospectus or a preliminary short form prospectus has been filed in respect of a distribution of its securities:

(i) one copy of the current AIF of the Company, together with one copy of any document, or the pertinent pages of any document, incorporated by reference in the AIF;

(ii) one copy of the comparative consolidated financial statements of the Company for its most recently completed financial year for which financial statements have been filed together with the accompanying reports of the auditors and one copy of the most recent interim consolidated financial statements of the Company that have been filed, if any, for any period after the end of its most recently completed financial year, all prepared in accordance with U.S. GAAP;

(iii) one copy of the information circular of the Company in respect of its most recent annual meeting of shareholders that involved the election of directors or one copy of any annual filing prepared instead of that information circular, as appropriate;

(v) one copy of any other documents that are incorporated by reference into the preliminary short form prospectus or the short form prospectus and are not required to be provided under (i) to (iii) above.

GLOSSARY

Set forth below are certain terms defined as they are used in this annual information form:


1xRTT		Single carrier (1X) Radio Transmission Technology. 1xRTT the first phase in CDMA’s evolution to third-generation (3G) technology. 1xRTT networks should allow for greater network capacity (more users; fewer dropped calls) high bit rate packet data transfer.

2.5G and 3G Wireless		Third generation (3G) wireless is a global framework that is implemented regionally in Europe (UMTS), North America (CDMA2000) and Japan (NTT DoCoMo). 3G is designed for high-speed wireless multimedia data and voice. It plans to offer high-quality audio and video and advanced global roaming, which means users would be able to go anywhere and automatically be handed off to whatever wireless system is available. 2.5G is the initial step towards 3G wireless that is currently being implemented around the world. Other names that refer to these wireless protocols include GPRS, 1xRTT, UMTS, EDGE and CDMA 2000.

3GPP		The 3rd Generation Partnership Project (3GPP) is a collaboration agreement that was established in December 1998. The collaboration agreement brings together a number of telecommunications standards bodies. The original scope of 3GPP was to produce globally applicable Technical Specifications and Technical Reports for a 3rd Generation Mobile System based on evolved GSM core networks and the radio access technologies that they support. The scope was subsequently amended to include the maintenance and development of the Global System for Mobile communication (GSM) Technical Specifications and Technical Reports including evolved radio access technologies (e.g. General Packet Radio Service (GPRS) and Enhanced Data rates for GSM Evolution (EDGE)).

AES-256 encryption		AES stands for Advanced Encryption Standard – a symmetric key encryption technology. The BlackBerry implementation of AES algorithm uses a 256-bit encryption key. The larger key size provides for maximum protection of your data.


Analog		Analog transmission uses energy waves to transmit information. In the case of wireless voice transmission, the sound waves of a human voice are converted directly to specific, continuously variable characteristics of a radio wave. Broadcast and telephone transmission have typically used analog technology.

ASIC		Application Specific Integrated Circuit.

Bluetooth^®		Bluetooth is a specification for the use of low-power radio communications to wirelessly link phones, computers and other network devices over short distances.

CDMA		Code Division Multiple Access. A method for transmitting simultaneous signals over a shared portion of the spectrum. The foremost application of CDMA is the digital cellular phone technology from QUALCOMM that operates in the 800MHz band and 1.9GHz PCS band. Unlike GSM and TDMA, which divides the spectrum into different time slots, CDMA uses a spread spectrum technique to assign a code to each conversation.

Common Criteria Certification		An internationally approved set of security standards that provide an independent and objective validation of the security of a particular IT solution or product. This certification is accepted by 25 countries under the Common Criteria Recognition Agreement which includes the US, Canada, Germany, France and many others.

DataTAC		A wireless packet-switched network, which evolved from a network developed by IBM and Motorola for their repair crews.

Denial of Service Attack		An attack designed to flood a network with unnecessary traffic in order to prevent legitimate users of a system from having access.

digital		A way of processing information by storing it as binary numbers. A digital circuit is either on or off, and a digital signal is either present or absent. Contrast with analog.

EDGE		See 2.5G and 3G Wireless Technologies.

EvDO		EvDO is a high-speed network protocol used for wireless Internet data communications. The acronym is short for “Evolution, Data Only” or “Evolution, Data Optimized”. It is one of the major Third Generation, or 3G, wireless standards. Some CDMA 1xRTT carriers are in the process of implementing this protocol on their networks.


FIPS 140-2		A standard that describes U.S and Canadian Federal government requirements for the design and implementation of a cryptographic module. This requirements outlined within this standard define the criteria that a vendor must follow to implement their cryptographic module at the desired security level. A security system protecting unclassified information must satisfy these requirements.

Firmware		Computer programming instructions that are stored in a read-only memory unit, including flash, ROM, PROM, EPROM and EEPROM, rather than being implemented through software.


GPRS		General Packet Radio Service. An enhancement to the GSM (see below) mobile communications system that supports data packets. GPRS enables continuous flows of IP data packets over the system for such applications as Web browsing and data access. GPRS differs from GSM’s short messaging service, which is limited to messages of 160 bytes in length.

GPS		Global Positioning System


GSM		Global System for Mobile Communications. A digital cellular phone technology based on TDMA that is the predominant system in Europe, but is also used around the world. Operating in the 900MHz and 1.8GHz bands in Europe and the 1.9GHz PCS band in the U.S., GSM defines the entire cellular system, not just the air interface (i.e. TDMA, CDMA). GSM phones use a Subscriber Identity Module (SIM) smart card that contains user account information.

HSPA		High-Speed Packet Access is a family of radio interface standards that will improve the speed and accuracy of traffic over cellular networks. It builds on the existing WCDMA technology that has already been deployed to allow carriers to offer better speeds and larger bandwidth intensive services like streaming audio and video.

HSDPA		High-Speed Downlink Packet Access is a 3G technology in the HSPA family that allows for faster data downloads of up to 14Mbps and improved data traffic handling.

HSUPA		High-Speed Uplink Packet Access is a 3G technology in the HSPA family that allows for faster upload connections up to 5.76Mbps.

Hybrid PBXs		Hybrid PBXs support both traditional Time Division Multiplexed (TDM) phones to VoIP, easing the transition from TDM to VoIP.


iDEN		Integrated Digital Enhanced Network. A wireless communications technology from Motorola that provides support for voice, data, short messages (SMS) and dispatch radio (two-way radio) in one phone. Operating in the 800MHz and 1.5GHz bands and based on TDMA, iDEN uses Motorola’s VSELP (Vector Sum Excited Linear Predictors) vocoder for voice compression and QAM modulation to deliver 64 Kbps over a 25 kHz channel. Each 25 kHz channel can be divided six times to transmit any mix of voice, data, dispatch or text message. Used by various carriers around the globe, Nextel Communications provides nationwide coverage in the U.S.

ISP		Internet Service Provider. A business that supplies Internet connectivity services to individuals, businesses and other organizations.

J2ME		Java 2 Platform, Micro Edition. A version of Java 2 for small devices such as PDA’s, phones and handhelds. The Connected Limited Device Configuration (CLDC) provides the programming interface for wireless applications. The Mobile Information Device Profile (MIDP) provides support for a graphical interface, networking and storage. J2ME uses the K Virtual Machine (KVM), a specialized virtual machine for devices with limited memory.

Java		An object-oriented programming language, developed by Sun Microsystems, Inc. JavaÔ was designed to be secure and platform-neutral such that it can be run on any type of platform, making a Java a useful language for programming Internet applications.

Mobitex		A packet-switched network technology developed by Ericsson Mobile Data Design that consists of fixed and mobile terminals interconnected by the network.

MMS		Multimedia Messaging Service. A standard for telephony messaging systems that allows sending messages that include multimedia objects.


NOC		Network Operations Centre. A central location for network management. It functions as a control centre for network monitoring, analysis and accounting.


OEM		Original Equipment Manufacturer, a licensee or purchaser of a product who typically resells that product under another trade name, in different packaging, or combined with other products or services. OEM licensing arrangements are sometimes referred to as “private label” licensing.

PBX		Private Branch Exchange; A private telephone network used within an enterprise. Users share a fixed number of outside lines instead of being provided with one outside line for each individual user. This allows for use of extensions as opposed to direct dial numbers.

PDA		Personal digital assistant, a hand held portable microcomputer.

POP3		POP3 uses the Simple Mail Transfer Protocol. 2.5G – See 2.5G and 3G Wireless

Packet-switched network		A network in which the data to be transmitted is divided into standard-sized packets, each of which is given the receiver’s address. Each of the packets that makes up the transmission travels separately; packets do not have to travel in sequence or by the same paths. When all the packets have arrived at their destination, the receiver reassembles them into the original message.

Prosumer		Prosumer refers to ‘professional consumers’. The prosumer is typically looking to purchase and use professional-level equipment for both their business and personal lives. BlackBerry Prosumer is a hosted wireless email solution for professional consumers that does not include access to the BlackBerry Enterprise Server solution.

SDK		Software Developers Kit A set of software routines and utilities used to help programmers write an application.

SME		Small and Medium size Enterprise


S/MIME		Secure/Multipurpose Internet Mail Extensions – a protocol that adds digital signatures and/or encryption to the contents of email messages. S/MIME provides for message confidentiality, integrity and authenticity. S/MIME is a vendor independent internet standard for securing email communications and has been widely adopted by government and private sector organizations.


SMS		Short Message Service. A text message service that enables short messages of generally no more than 140-160 characters in length to be sent and transmitted from a wireless device and is broadly supported on cellular phones. SMS was introduced in the GSM system and later supported by all other digital-based mobile communications systems.

SMT		Surface Mount Technology. A production technology whereby components are mounted directly onto the surface of a printed circuit board.

SureType		SureType technology, developed by Research In Motion^®, integrates a traditional phone keypad and a familiar QWERTY-style keyboard with intuitive software that “learns” as you type, recognizing word patterns and allowing you to easily enter information. This technology allows you to easily, quickly, and accurately enter words without having to get used to a non-QWERTY-based keyboard layout. SureType also has the ability to recognize character letter sequences that are common in the English language, such as “ing”.

Triple DES Encryption Standard		Triple Data Encryption Standard. A specification for encryption for computer data developed by IBM and adopted by the United States government. DES uses a 56-bit encryption key. Triple DES uses a more sophisticated 112-bit encryption key and is used by the American Banking Association.

UMTS		See definition of 3G

WCDMA		See definition of 3G

WiFi		Wireless Fidelity is a generic term for referring to wireless network components that run on the WiFi Alliances IEEE 802.11 wireless standards. The standard was created so that manufacturers could produce wireless equipment that would be compatable with one another.

APPENDIX A

CHARTER OF THE AUDIT COMMITTEE OF THE
BOARD OF DIRECTORS OF RESEARCH IN MOTION LIMITED

1. AUTHORITY

The Audit Committee (the “Committee”) of the Board of Directors (the “Board”) of Research In Motion Limited (the “Corporation”) is established pursuant to Section 5.03 of the Corporation’s Bylaws and Section 158 of the Ontario Business Corporations Act. The Committee shall be comprised of three or more directors as determined from time to time by resolution of the Board. Consistent with the appointment of other Board committees, the members of the Committee shall be elected by the Board at the annual organizational meeting of the Board or at such other time as may be determined by the Board. The Chair of the Committee shall be designated by the Board, provided that if the Board does not so designate a Chair, the members of the Committee, by majority vote, may designate a Chair. The presence in person or by telephone of a majority of the Committee’s members shall constitute a quorum for any meeting of the Committee. All actions of the Committee will require the vote of a majority of its members present at a meeting of the Committee at which a quorum is present.

2. PURPOSE OF THE COMMITTEE

The Committee’s purpose is to provide assistance to the Board in fulfilling its legal and fiduciary obligations with respect to matters involving the accounting, auditing, financial reporting, internal control and legal compliance functions of the Corporation and its subsidiaries. It is the objective of the Committee to maintain free and open means of communications among the Board, the independent auditors and the financial and senior management of the Corporation.

3. COMPOSITION OF THE COMMITTEE

Each member of the Committee shall be an “independent” director within the meaning of Section 301 of the Sarbanes-Oxley Act of 2002 (“Sarbanes-Oxley”), the rules promulgated thereunder by the Securities and Exchange Commission (the “SEC”), the rules of the Nasdaq Stock Market (“Nasdaq”) and Multilateral Instrument 52-110 “Audit Committees” of the securities regulators in Canada (the “Canadian Regulators”), and, as such, shall be free from any relationship that may interfere with the exercise of his or her independent judgment as a member of the Committee. A majority of the members of the Committee shall be resident Canadians.

All members of the Committee shall be financially literate at the time of their election to the Committee. “Financial literacy” shall be determined by the Board in the exercise of its business judgment, and shall include the ability to read and understand a set of financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of issues that can be reasonably expected to be raised by the Corporation’s financial statements. At least one member of the Committee shall be an “audit committee financial expert” with the meaning of Section 407 of Sarbanes-Oxley and the rules promulgated thereunder by the SEC.

Committee members, if they or the Board deem it appropriate, may enhance their understanding of finance and accounting by participating in educational programs conducted by the Corporation or an outside consultant or firm.

4. MEETINGS OF THE COMMITTEE

The Committee shall meet with such frequency and at such intervals as it shall determine is necessary to carry out its duties and responsibilities. As part of its purpose to foster open communications, the Committee shall meet at least annually with management and the Corporation’s independent auditors in separate executive sessions to discuss any matters that the Committee or each of these groups or persons believe should be discussed privately. In addition, the Committee should meet or confer with the independent auditors and management to review the Corporation’s financial statements, MD&A, annual and interim earnings press releases and related filings prior to their public release and filing with the Ontario Securities Commission, the SEC or any other regulatory body. The Chair should work with the Chief Accounting Officer and management to establish the agendas for Committee meetings. The Committee, in its discretion, may ask members of management or others to attend its meetings (or portions thereof) and to provide pertinent information as necessary. The Committee shall maintain minutes of its meetings and records relating to those meetings and the Committee’s activities and provide copies of such minutes to the Board.

5. DUTIES AND RESPONSIBILITIES OF THE COMMITTEE

The Committee is responsible for the oversight of the Corporation’s accounting and financial reporting processes, including the Corporation’s internal controls, and the nomination and appointment (subject to shareholder approval), compensation, retention, evaluation and oversight of the work of the Corporation’s independent auditors engaged for the purpose of preparing or issuing an audit report or related work or performing other audit, review or attest services for the Corporation.

The independent auditors must report and otherwise communicate directly to the Committee and are accountable to the Committee (as representatives of the shareholders of the Corporation).

The Committee’s oversight responsibilities include (1) the approval of all audit engagement fees and terms; (2) the pre-approval of all audit services and permissible non-audit services to the Corporation or its subsidiaries as required by applicable U.S. and Canadian law; (3) the resolution of disagreements between management and the independent auditors regarding financial reporting; (4) the establishment of procedures for the receipt, retention and treatment of complaints received by the Corporation regarding accounting, internal accounting controls or auditing matters, including procedures for the confidential, anonymous submission by employees of concerns regarding questionable accounting or auditing matters; and (5) oversight of all activities of the Risk Performance and Audit Group.

The Committee is responsible to ensure that adequate procedures are in place for the review of the Corporation’s public disclosure of financial information extracted or derived from the Corporation’s financial statements and will periodically assess the adequacy of those procedures.

The Committee is also responsible for ensuring that the Corporation’s independent auditors submit on a periodic basis to the Committee a formal written statement delineating all relationships between the independent auditors and the Corporation and actively engaging in a dialogue with the independent auditors with respect to any disclosed relationships or services that may impact the objectivity and independence of the independent auditors and for taking appropriate action to ensure the independence of the independent auditors within the meaning of applicable U.S. and Canadian law. The Committee will review and approve the Corporation’s hiring policies regarding partners, employees and former partners and employees of the present and former independent auditors of the Corporation.

The Committee should also perform such additional activities, and consider such other matters, within the scope of its responsibilities, as the Committee or the Board deems necessary or appropriate.

With respect to the exercise of its duties and responsibilities, the Committee should:

(1)

report regularly to the Board on its activities, as appropriate;

	(2)		exercise reasonable diligence in gathering and considering all material information;

	(3)		remain flexible, so that it may be in a position to best react or respond to changing circumstances or conditions;

	(4)		understand and weigh alternative courses of conduct that may be available;

	(5)		focus on weighing the benefit versus harm to the Corporation and its shareholders when considering alternative recommendations or courses of action;

	(6)		if the Committee deems it appropriate, secure independent expert advice and understand the expert’s findings and the basis for such findings, including retaining independent counsel, accountants or others to assist the Committee in fulfilling its duties and responsibilities; and

	(7)		provide management and the Corporation’s independent auditors with appropriate opportunities to meet privately with the Committee.

6. FUNDING

The Committee’s effectiveness may be compromised if it is dependent on management’s discretion to compensate the independent auditors or the advisors employed by the Committee. Consequently, the Corporation shall provide for appropriate funding, as determined by the Committee, for payment of any compensation (1) to any independent auditors engaged for the purpose of rendering or issuing an audit report or related work or performing other audit, review or attest services for the Corporation, and (2) to any independent counsel or other advisors employed by the Committee.

7. DISCLOSURE AND REVIEW OF CHARTER

The charter shall be (1) published in the Corporation’s annual report, information circular or annual information form of the Corporation as required by law; and (2) be posted in an up-to-date format on the Corporation’s web site. The Committee should review and reassess annually the adequacy of this Charter as required by the applicable rules of Nasdaq, the Toronto Stock Exchange, the SEC or the Canadian Regulators.

* * *

While the Committee has the duties and responsibilities set forth in this charter, the Committee is not responsible for planning or conducting the audit or for determining whether the Corporation’s consolidated financial statements are complete and accurate and are in accordance with generally accepted accounting principles. Similarly, it is not the responsibility of the Committee to ensure that the Corporation complies with all laws and regulations.