Exhibit 10.34

REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (this "Agreement") is made and entered into as of March 4, 2003, among
Dot Hill Systems Corp., a Delaware corporation (the "Company"), and the investors signatory hereto (each such investor is a
"Purchaser" and all such investors are, collectively, the "Purchasers").

This
Agreement is made pursuant to the Private Securities Purchase Agreements dated as of the date hereof among Benjamin Monderer and each of the Purchasers (the
"Purchase Agreements").

The
Company and the Purchasers hereby agree as follows:

1.Definitions.Capitalized terms used and not otherwise defined herein that are defined
in the Purchase Agreements shall have the meanings given such terms in the Purchase Agreement.As used in this Agreement, the following terms shall have the following meanings:



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2.Registration.Unless otherwise objected to by the Commission, the Company agrees to use commercially
reasonable efforts to prepare and file with the Commission a pre-effective amendment to the registration statement filed with the Commission on January 17, 2003, File
No. 333-102593, and under review (the "Existing Registration Statement") covering the resale of all of the Registrable Securities for
an offering to be made on a continuous basis pursuant to Rule 415. If the Commission objects to such inclusion, the Company agrees to use commercially reasonable efforts to prepare and file
with the Commission a "Shelf" Registration Statement covering the resale of all Registrable Securities within 5 days of the effective date of the Existing Registration Statement for an offering
to be made on a continuous basis pursuant to Rule 415. The Registration Statement shall be on Form S-3 (unless the Company is not then eligible to register for resale the
Registrable Securities on Form S-3, in which case such registration shall be on another appropriate form in accordance herewith). Subject to the terms of this Agreement, the Company
agrees to use commercially reasonable efforts to cause the Registration Statement to be declared effective under the Securities Act as promptly as reasonably practicable after the filing thereof, and
shall use commercially reasonable efforts to keep such Registration Statement continuously effective under the Securities Act until the date which is two years after the date that such Registration
Statement is declared effective by the Commission or such earlier date when all Registrable Securities covered by such Registration Statement have been sold or may be sold without volume restrictions
pursuant to Rule 144(k) as determined by the counsel to the Company pursuant to a written opinion letter to such effect, addressed and acceptable to the Company's transfer agent (the
"Effectiveness Period").

3.Registration Procedures.In connection with the Company's registration obligations hereunder, the Company
agrees to:



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4.Registration Expenses.All fees and expenses incident to the performance of or compliance with this Agreement
by the Company shall be borne by the Company whether or not any Registrable Securities are sold pursuant to the Registration Statement. The fees and expenses referred to in the foregoing sentence
shall include, without limitation, (i) all registration and filing fees (including, without limitation, fees and expenses (A) with respect to filings required to be made with the
Principal Market on which the Common Stock is then listed for trading, and (B) in compliance with applicable state securities or Blue Sky laws (including, without limitation, fees and
disbursements of counsel for the Company in connection with Blue Sky qualifications or exemptions of the Registrable Securities and determination of the eligibility of the Registrable Securities for
investment under the laws of such jurisdictions as requested by the Holders), (ii) printing expenses (including, without limitation, expenses of printing certificates for Registrable Securities
and of printing prospectuses requested by the Holders), (iii) messenger, telephone and delivery expenses, (iv) fees and disbursements of counsel for the Company and (v) fees and
expenses of all other Persons retained by the Company in connection with the consummation of the transactions contemplated by this Agreement. Notwithstanding the foregoing, in no event shall the
Company be responsible for any broker or similar commissions or, except to the extent provided for in the Transaction Documents, any legal fees or other costs of the Holders.

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5.Indemnification.



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6.Miscellaneous.



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********************

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IN
WITNESS WHEREOF, the parties have executed this Registration Rights Agreement as of the date first written above.

| |  | DOT HILL SYSTEMS CORP
| |  | ---------------------
| |  | By:                  

[SIGNATURE
PAGE OF PURCHASERS FOLLOWS]

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[SIGNATURE
PAGE OF PURCHASERS]

|TRUSCO CAPITAL MANAGEMENT, INC.                                                                          
|---------------------------------------------------------------------------------------------------------
|By:                                                                                                      
|CAPITAL VENTURES INTERNATIONALBy: Heights Capital Management, its authorized signatory                   
|By:                                                                                                      
|                                                                                                         
|                                                                                                         
|OMICRON MASTER TRUSTBy: Omicron Capital L.P., as subadvisor
By: Omicron Capital Inc., its general partner
|By:                                                                                                      
|MIDSUMMER INVESTMENT, LTD.                                                                               
|By:                                                                                                      
|                                                                                                         
|                                                                                                         
|CRANSHIRE CAPITAL, L.P.                                                                                  
|By:                                                                                                      
|                                                                                                         
|                                                                                                         
|[FULLER & THALER ASSET MANAGEMENT]                                                                       
|By:                                                                                                      
|                                                                                                         
|                                                                                                         
|                                                                                                         

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