X0303 4 2010-08-26 0 0000897893 PEERLESS SYSTEMS CORP PRLS 0001365370 Neil William C/O PEERLESS SYSTEMS CORPORATION 2381 ROSECRANS AVE EL SEGUNDO CA 90245 0 1 0 0 Chief Financial Officer Common stock 2010-08-26 4 A 0 44757 A 44757 D All of such shares are shares of restricted common stock which vest on February 27, 2011. Such shares were received in exchange for Mr. Neil's service as an officer of Peerless. /s/ William Neil 2010-08-30