EXHIBIT 10.54
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                  SETTLEMENT, RELEASE, AND SEVERANCE AGREEMENT

This Settlement, Release and Severance Agreement (hereinafter "Agreement") is
made and entered into by and between Steven D. Simpson hereinafter referred to
as the "Releasor" or "Employee" and Extended Systems Incorporated, a
corporation, and its officers, principals, agents, employees, directors,
representatives, insurers, and all other persons or entities acting for, by or
through any of them (individually and/or collectively referred to herein as the
"Releasees").

A.   Whereas, the Releasor's date of hire with Extended Systems Incorporated
     (the "Company") was December 21, 1994.

B.   Whereas, the Releasor's active employment with the Company will be
     terminated on August 18, 2003.

C.   Whereas, the Company has agreed to pay severance in the amount of $375,000
     (less taxes) which represents fifteen (15) months of base pay, plus an
     additional $11,794.20 in lieu of fringe benefits, to Releasee in exchange
     and as consideration for execution by Releasor of this Agreement.


Now therefore, in consideration of the agreements and covenants contained in
this Settlement, Release, and Indemnity Agreement, it is hereby understood and
agreed by and between the parties hereto as follows:

1.   That in consideration of severance payment in the amount of $375,000 (less
     taxes) to be paid out over the course of fifteen (15) months, plus an
     additional $11,794.20 in lieu of fringe benefits, the Releasor does hereby
     release, acquit, and forever discharge the Releasees, individually and
     collectively, of and from any and all claims, actions, causes of actions,
     demands, rights, damages, costs, expenses, and compensation whatsoever
     which the Releasor now has or may hereafter acquire, arising out of or in
     any way connected with any and all known and unknown, foreseen and
     unforeseen rights, claims, and damages resulting from or in any way arising
     out of Releasor's employment with Releasee. This release and discharge by
     the Releasor (on behalf of Releasor, heirs, spouses, and assigns) in favor
     of the Releasees includes, but is not limited to, all claims and damages
     allowable by law or equity for any and all events, occurrences, and
     circumstances occurring by and between the Releasor and the Releasees
     arising from or in any way connected with Releasor's employment with the
     Company.

     Furthermore, all unvested ESI stock options held by Releasor shall
     automatically vest upon termination and, on or before the ninetieth (90th)
     day following termination, Releasor shall have the option, exercisable by
     delivery of written notice of exercise to Releasee or its successor, of
     converting any incentive stock options into nonqualified stock options with
     an exercise period extending until the earliest of twelve (12) months
     following such date, or the expiration date of such option.

2.   This release applies to all charges, complaints, claims, liabilities,
     obligations, promises, agreements, controversies, damages, actions, causes
     of action, suits, rights demands, costs, losses, debts and expenses
     (including attorney's fees and costs actually incurred) of any nature
     whatsoever known or unknown, suspected or unsuspected, including, but not
     limited to, rights under the Age Discrimination in Employment Act of 1967,
     as amended, Title VII of the Civil Rights Act of 1964, as amended, and
     other federal, state, or local laws, including without limitation common
     law prohibiting discrimination, claims growing out of any legal
     restrictions on the Company's right to terminate employees ("Claim" or
     "Claims"), which Releasor now has, owns or holds, or claims to have owned
     or held, or which Releasor at any time hereinafter may have owned or held
     or claimed to have owned or held against the Company.

     To comply with the Older Workers Benefit Protection Act of 1990, this
     Settlement, Release and Severance Agreement fully incorporates the legal
     requirements by reference into this Agreement and the company has advised
     employee of the legalities as follows:

     1.   This Agreement is written in laymen's terms, and the Employee
          understands and comprehends its terms;
     2.   Employee has been advised of his/her right to consult an attorney to
          review the Agreement, and has had the benefit of an attorney
          throughout the settlement process;
     3.   Employee does not waive the rights or claims that may arise after the
          date the waiver is executed;
     4.   Employee is receiving consideration beyond anything of value to which
          he/she is already entitled;
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     5.   Employee has been given at least forty-five (45) days within which to
          consider this settlement agreement;
     6.   Employee has been advised to consult with an attorney prior to
          executing this agreement;
     7.   For a period of seven (7) days after the execution of this Agreement
          Releasor may cancel the Agreement upon written notice to Releasees.
     8.   Employee has been advised of all individuals by job title and age who
          have been selected for layoff or who are eligible for the Plan and the
          job title and ages of all individuals in the same job classification
          or organizational unit who are not eligible for the program. A
          complete list of these individuals by job title and age is attached
          hereto as Attachment I.

3.   That it is understood and agreed by the Releasor and the Releasees that, as
     additional consideration for this Agreement, the proprietary and
     confidential information regarding the Company obtained by Releasor during
     his employment with the Company and the terms and conditions of this
     Agreement are strictly confidential and shall not be revealed to any one
     other than legal counsel representing the parties, tax preparers or tax
     consultants, or such other individuals or entities agreed to by the parties
     in writing, or by order of a court of competent jurisdiction. The parties
     to this Agreement further agree that these confidentiality provisions are
     significant and material provisions of this Agreement and are to be
     strictly adhered to and enforced.

     NONDISCLOSURE BY RELEASOR. Releasor agrees that he or she shall never,
     directly or indirectly, use, disseminate, disclose, lecture upon or publish
     any information concerning financial information, patents, copyrights,
     inventions, trade secrets, technical processes, methods, formulas,
     techniques, proprietary rights, products, services, and technical
     information of Extended Systems to any third party or to the public without
     the written consent of Extended Systems. Releasor acknowledges and agrees
     that he can be held liable to Extended Systems for damages caused by any
     improper disclosure of Extended Systems information. This shall not
     prohibit a discussion of information that has been previously distributed
     and is generally known in the computer-related industry.

     IMPROVEMENTS TO ESI PRODUCTS AND RELATED INVENTIONS. It is agreed that
     during the term of this Agreement any inventions or improvements of ESI
     products, processes, or programs conceived, designed or developed by
     Releasor that relate to the subject matter of materials supplied or
     products manufactured by ESI or that relate to the research and development
     of ESI or result from any task assigned to Releasor by ESI shall by
     property of ESI and shall be communicated by Releasor to ESI without delay.
     Releasor agrees to execute any necessary documents to establish ESI's
     ownership of the matters referred to in this paragraph or to transfer
     ownership from Releasor to Extended Systems. All matters referred to in
     this paragraph shall be protected against nondisclosure in the manner as
     CONFIDENTIAL INFORMATION under this Agreement.

4.   Releasor also agrees that he will not to serve anywhere in the world in any
     capacity whatsoever, without the prior written consent of the Releasee at
     its absolute discretion, and whether directly or indirectly and whether on
     Releasor's own behalf or on behalf of any other person, firm, company or
     other organization or jointly: a) for a period of (15) months from the
     Termination Date seek or solicit any business order, instruction, or custom
     from any Customer in connection with the Restricted Business. Restricted
     Business means the design, development, manufacture, production, marketing
     and sale or delivery of software programs, products or services relating to
     the server synchronization of mobile information devices, universal mobile
     connectivity, or mobile data management devices. This includes work done
     for companies such as Pumatech; Excellenet; Sybase, and Synchrologic; b)
     for a period of (15) months from the Termination Date engage in the
     Restricted Business with any customer; c) for a period of (15) months from
     the Termination date, carry out, engage and/or accept employment in any
     business or trade which is competitive with the Restricted Business except
     for the ownership for investment purposes of no more than 5% of the issued
     ordinary shares of any company listed on any stock exchange.

5.   Releasor also agrees that for a period of fifteen (15) months after the
     termination of their employment with Extended Systems Incorporated, that
     they shall not induce or attempt to induce any employee, agent or
     consultant of Extended Systems Incorporated or any subsidiary to terminate
     his or her association with Extended Systems Incorporated or any
     affiliates. Extended Systems Incorporated and Releasor agree that the
     provisions of this paragraph contain restrictions that are not greater than
     necessary to protect the interests of Extended Systems Incorporated. In the
     event of the breach or threatened breach by Releasor of this paragraph,
     Extended Systems Incorporated, in addition to all other remedies available
     to it at law or in equity, will be entitled to seek injunctive relief
     and/or specific performance to enforce this paragraph.
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6.   That it is understood and agreed by the Releasor that no promise,
     inducement or agreement not stated herein has been made to him or her and
     that this Agreement contains the entire agreement among the parties hereto,
     and that the terms of this Agreement are contractual and not mere recitals.

7.   That it is understood and agreed by the Releasor that this Agreement is
     entered into in the state of Idaho and shall be construed and interpreted
     in accordance with Idaho law.

8.   Releasor also certifies that they do not have in their possession or
     control, and that they have not taken or will not take from the Company
     premises, any Company property. Company property includes, but is not
     limited to, products, tools, inventory, or proprietary data or copies
     thereof including engineering notebooks, patent applications, technical
     reports, or other documents, which are not generally available to the
     public. Releasor will retain all confidential information in trust and
     confidence for Extended Systems Incorporated and not disclose or discuss it
     with anyone or use it for personal gain. Releasor recognizes that these
     obligations continue beyond termination until the information becomes
     public or Extended Systems Incorporated grants written permission to use or
     disclose it.

9.   Releasor further understands and agrees that all work they have done to
     this point will be turned over to the company prior to their termination
     date.

NOTE: EMPLOYEE IS HEREBY ADVISED OF HIS/HER RIGHT TO RESCIND AND NULLIFY THIS
RELEASE AND SETTLEMENT AGREEMENT, WHICH RIGHT MUST BE EXERCISED, IF AT ALL,
WITHIN SEVEN (7) DAYS OF THE DATE OF EMPLOYEE'S SIGNATURE. EMPLOYEE MUST REVOKE
THIS RELEASE BY LETTER TO RELEASEE WITHIN SEVEN (7) DAYS. NO CONSIDERATION SHALL
BE CONVEYED UNTIL SUCH TIME PERIOD HAS EXPIRED.

DATED as of August 19, 2003.                    /s/ Steven D. Simpson
             Month    Day                       -----------------------
                                                Employee and Releasor


                                                /s/ Karla K. Rosa
                                                -----------------------
                                                Company and Releasee