SanDisk to Acquire msystems; msystems to become wholly owned subsidiary of SanDisk

• Create Comprehensive Storage Solutions for Handsets
• Accelerate Innovation in Storage for Portable Computing
• Leverage SanDisk’s Manufacturing and Technology IP
• Complementary OEM and Retail Customers

MILPITAS, CALIFORNIA and KFAR SABA, ISRAEL July 30, 2006 SanDisk® Corporation (NASDAQ: SNDK) and msystems™ Ltd. (NASDAQ: FLSH) today entered into definitive agreements for SanDisk to acquire msystems in an all stock transaction. This combination joins together two flash memory pioneers with complementary products, customers and channels. Together the combined company will have the people, technology, manufacturing and IP to play a leading role in creating new markets and accelerating the penetration of flash memory into existing storage applications.

“SanDisk and msystems, over the past 18 years, have been leading innovators in the flash storage market. This strategic acquisition will give us the critical mass and complementary products, customers, channels, technology and manufacturing base to take our shared vision to the next level. The NAND flash data storage business is in its early stages and we believe the market opportunity is largely untapped,” said Eli Harari, Chairman and CEO of SanDisk. “msystems is a leader in flash memory systems addressing mobile, portable and embedded markets and they have a strong team, significant IP and important OEM customers. SanDisk has a record of creating new market categories, world-class manufacturing capabilities and leading market share in the retail channel. Both companies are noted for their relentless innovation, and this acquisition is intended to further accelerate our pace of innovation. In the near term, this transaction better positions SanDisk to serve the expanding storage needs of handset manufacturers and mobile network operators. In the long term, the combination with msystems will be a catalyst in the development of next generation flash enabled consumer applications. We are extremely excited about joining forces with the msystems team to achieve our shared vision. We are committed to serving msystems’ OEM customers after the transaction closes.”

“From mDOC to megaSIM®, from U3™ to x4, msystems is creating new markets through innovation,” said Dov Moran, President and Chief Executive Officer of msystems. “We are truly proud of our achievements to date. This strategic deal will enable us to continue supporting our OEM customers, to whom we remain fully committed, and strengthen our innovation and product offering with SanDisk’s leading edge, low-cost fab capacity. This deal has synergy at its core, encompassing people, technology, products and customers. Based on our shared vision, as well as our teams’ history of successful and fruitful cooperation, I am confident we can succeed in achieving the goals we set for ourselves. I also believe that SanDisk’s extensive silicon expertise will prove itself as a strong catalyst to productizing our revolutionary x4 technology as well as other future innovations.”

In the transaction, each msystems ordinary share will be converted into 0.76368 of a share of SanDisk common stock, representing a 26% premium over the average closing price of msystems’ shares for the last thirty trading days. The closing of the transaction is subject to conditions, including, among others, Israeli court approval, regulatory approval and msystems shareholder approval. The transaction is expected to close in the fourth quarter of 2006.

In addition, msystems intends to release its second quarter 2006 financial results on Monday, August 7, 2006 during pre-market hours.

Conference Call
A conference call is scheduled for 5:00 a.m. PDT (or 3:00 p.m. in Israel), Monday, July 31, 2006. The conference call will be webcast by CCBN and can be accessed live at SanDisk’s and msystems websites at www.sandisk.com/IR, www.msystems.com and at www.streetevents.com for registered streetevents.com users. To participate in the call via telephone, the dial-in number is +1 719 884 8877 and the pass code is 146322. SanDisk will file a copy of this press release with the Securities and Exchange Commission on a current report on Form 8-K and will post it to its website. msystems will furnish a copy of this press release with the Securities and Exchange Commission on Form 6-K and will also post it to its website.

About msystems
msystems has been transforming raw flash into smarter storage solutions since 1989. From embedded flash drives deployed in millions of mobile handsets to U3 USB smart drives designed for leading global brands, msystems creates, develops, manufactures and markets smart personal storage solutions for a myriad of applications targeting high growth markets.

About SanDisk
SanDisk, the world’s largest supplier of flash memory data storage card products, designs, manufactures and markets industry-standard, solid-state data, digital imaging and audio storage products using its patented, high density flash memory and controller technology.  SanDisk is based in Milpitas, CA.