916545--9/24/2007--TURBOCHEF_TECHNOLOGIES

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{stock, price, operating}

{customer, product, revenue}

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{property, intellectual, protect}

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{product, market, service}

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Our historic stock option granting practices are the subject of an ongoing SEC inquiry. The matters relating to the investigation of our stock option granting practices and the restatement of our consolidated financial statements may result in additional litigation and governmental enforcement actions. Any regulatory action against us could cause us to incur significant expenses, and result in diversion of management resources. A de-listing by NASDAQ could adversely affect our stock price and marketability. As a result of the delayed filing of certain of our periodic reports, we are ineligible to use Form S-3 for the registration of our securities for a period of time. This may adversely affect our ability to engage in certain capital-raising transactions. We are subject to review by taxing authorities, including the Internal Revenue Service. We may incur costs related to the application of IRC Section 409A to re-measured stock options. We have a history of losses, we could continue to incur losses in the future, and we may never achieve sustained profitability. We continue to expand rapidly, and we may be unable to manage our growth. We have a long sales cycle that requires an extended sales effort and is difficult to predict. We may not be able to disclose the identity of our customers or potential customers and their oven orders. Because the market for our commercial ovens is an emerging sector of the commercial cooking equipment market, we will be required to undertake significant marketing efforts to achieve market acceptance, the success of which we cannot predict. The success of our entry into the residential oven market is subject to the risks inherent in establishing a new business enterprise, and we cannot assure you that we will be successful in this endeavor. We are subject to risks associated with developing products and technologies, which could delay product introductions and result in significant expenditures. If we are unable to keep up with evolving technology, our products may become obsolete. We may not be able to compete effectively because our target markets are highly competitive, and some of our competitors have greater financial or technological resources. The use of outsourced manufacturing subjects us to potential disruptions in product supply and other potential adverse effects. We may need additional capital to finance growth and to execute our business plan, and we may be unable to obtain additional capital under terms acceptable to us or at all. Our financial performance is subject to significant fluctuations. The market price of our common stock has been volatile and difficult to predict and may continue to be volatile and difficult to predict. We rely heavily on our senior management team and the expertise of management personnel. Many of our senior executive officers have limited prior experience in our industry. Our Chairman controls a significant interest in our common stock and may cause the shares to be voted in ways with which you may disagree. The exercise of options or warrants will result in dilution to you. We may not realize the potential benefit of our patents, trademarks and other intellectual property. If our products or intellectual property violate the rights of others, we may become liable for damages. Our business subjects us to significant regulatory compliance burdens. A product liability claim in excess of our insurance coverage, or an inability to acquire insurance at commercially reasonable rates, could have a material adverse effect upon our business. An increase in warranty expenses could adversely affect our financial performance.

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916545--9/24/2007--TURBOCHEF_TECHNOLOGIES_INC