As filed with the Securities and Exchange Commission on February 17, 1998
                                                   Registration No. 333-________

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 ---------------

                                    Form S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                                 ---------------

                               RADISYS CORPORATION
             (Exact name of registrant as specified in its charter)

                                 ---------------

             OREGON                                            93-0945232
  (State or other jurisdiction                                (IRS Employer
of incorporation or organization)                           Identification No.)

   5445 NE Dawson Creek Drive
        Hillsboro, Oregon                                         97124
      (Address of Principal                                     (Zip Code)
       Executive Offices)

                                 ---------------

                               RadiSys Corporation
                      1995 Stock Incentive Plan, as amended
                              (Full title of plan)

                                 ---------------

                                Glenford J. Myers
                      President and Chief Executive Officer
                               RadiSys Corporation
                           5445 NE Dawson Creek Drive
                               Hillsboro, OR 97124
                     (Name and address of agent for service)

   Telephone number, including area code, of agent for service: (503) 615-1100

                                    Copy to:

                                 Todd A. Bauman
                                   Stoel Rives
                         900 SW Fifth Avenue, Suite 2300
                           Portland, Oregon 97204-1268
<PAGE>
<TABLE>
<CAPTION>
                         CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------------------------------
                                                 Proposed            Proposed
                                                 Maximum             Maximum
                           Amount                Offering            Aggregate            Amount of
Title of Securities        to Be                 Price Per           Offering             Registration
to Be Registered           Registered            Share(1)            Price(1)             Fee
-------------------        --------------        ---------           ---------            ------------
<S>                        <C>                   <C>                 <C>                  <C>   
Common Stock               500,000 Shares        $36.4375            $18,218,750          $5,375
------------------------------------------------------------------------------------------------------
(1)  Estimated solely for the purpose of calculating the registration fee
     pursuant to Rule 457(h) under the Securities Act of 1933. The calculation
     of the registration fee is based on $36.4375, which was the average of the
     high and low prices of the Common Stock on February 11, 1998 as reported in
     The Wall Street Journal for Nasdaq National Market issues.
</TABLE>
<PAGE>
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents By Reference.

     The following documents filed by RadiSys Corporation (the "Company") with
the Securities and Exchange Commission are incorporated herein by reference:

          (a) The Company's latest annual report filed pursuant to Section 13(a)
     or 15(d) of the Securities Exchange Act of 1934 (the "Exchange Act") or the
     latest prospectus filed pursuant to Rule 424(b) under the Securities Act of
     1933 (the "Securities Act") that contains audited financial statements for
     the Company's latest fiscal year for which such statements have been filed.

          (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
     Securities Exchange Act of 1934 since the end of the fiscal year covered by
     the annual report or prospectus referred to in (a) above.

          (c) The description of the authorized capital stock of the Company con
     tained in the Company's registration statement filed under Section 12 of
     the Securities Exchange Act of 1934, including any amendment or report
     filed for the purpose of updating the description.

     All reports and other documents subsequently filed by the Company pursuant
to Sections 13(a) and (c), 14 and 15(d) of the Securities Exchange Act of 1934,
as amended, prior to the filing of a post-effective amendment which indicates
that all securities offered hereby have been sold or which deregisters all
securities remaining unsold, shall be deemed to be incorporated by reference
herein and to be a part hereof from the date of the filing of such reports and
documents.

Item 4.   Description of Securities.

     Not Applicable.

Item 5.   Interests of Named Experts and Counsel.

     Not Applicable.

Item 6.   Indemnification of Directors and Officers.

     Article VII of the Company's Second Restated Articles of Incorporation (the
"Articles") requires indemnification of current or former directors or officers
of the Registrant to the fullest extent permitted by the Oregon Business
Corporation Act (the


                                      II-1
<PAGE>
"Act"). The effects of the Articles and the Act (the "Indemnification
Provisions") are summarized as follows:

          (a) The Indemnification Provisions grant a right of indemnification in
     respect of any action, suit or proceeding (other than an action by or in
     the right of the Company) against expenses (including attorney fees),
     judgments, fines and amounts paid in settlement actually and reasonably
     incurred, if the person concerned acted in good faith and in a manner the
     person reasonably believed to be in or not opposed to the best interests of
     the Company, was not adjudged liable on the basis of receipt of an improper
     personal benefit and, with respect to any criminal action or proceeding,
     had no reasonable cause to believe the conduct was unlawful. The
     termination of an action, suit or proceeding by judgment, order,
     settlement, conviction or plea of nolo contendere does not, of itself,
     create a presumption that the person did not meet the required standards of
     conduct.

          (b) The Indemnification Provisions grant a right of indemnification in
     respect of any action or suit by or in the right of the Company against the
     expenses (including attorney fees) actually and reasonably incurred if the
     person concerned acted in good faith and in a manner the person reasonably
     believed to be in or not opposed to the best interests of the Company,
     except that no right of indemnification will be granted if the person is
     adjudged to be liable to the Company.

          (c) Every person who has been wholly successful on the merits of a
     controversy described in (a) or (b) above is entitled to indemnification as
     a matter of right.

          (d) Because the limits of permissible indemnification under Oregon law
     are not clearly defined, the Indemnification Provisions may provide
     indemnification broader than that described in (a) and (b).

          (e) The Company may advance to a director or officer the expenses
     incurred in defending any action, suit or proceeding in advance of its
     final disposition if the director or officer affirms in good faith that he
     or she has met the standard of conduct to be entitled to indemnification as
     described in (a) or (b) above and undertakes to repay any amount advanced
     if it is determined that the person did not meet the required standard of
     conduct.

     The Company may obtain insurance for the protection of its directors and
officers against any liability asserted against them in their official
capacities. The rights of indemnification described above are not exclusive of
any other rights of indemnification to which the persons indemnified may be
entitled under any bylaw, agreement, vote of shareholders or otherwise.


                                      II-2
<PAGE>
Item 7.  Exemption From Registration Claimed.

     Not Applicable.

Item 8.  Exhibits.

     4.1  Second Restated Articles of Incorporation of the Company and
          amendments to such Restated Articles (incorporated by reference to
          Exhibit 3.1 to the Company's Registration Statement on Form S-1, File
          No. 33-95892 (the "1995 S-1") and Exhibit 3 to the Company's Quarterly
          Report on Form 10-Q for the quarter ended June 30, 1997).

     4.2  Restated Bylaws of the Company and amendments thereto (incorporated by
          reference to Exhibit 3.2 to the 1995 S-1).

     5.1  Opinion of Stoel Rives.

    23.1  Consent of Price Waterhouse LLP (see page II-8).

    23.2  Consent of Stoel Rives (included in Exhibit 5.1).

    24.1  Powers of Attorney.

Item 9.  Undertakings.

     (a)  The undersigned registrant hereby undertakes:

          (1) To file, during any period in which offers or sales are being
     made, a post-effective amendment to this registration statement:

               (i) To include any prospectus required by Section 10(a)(3) of the
          Securities Act of 1933.

               (ii) To reflect in the prospectus any facts or events arising
          after the effective date of the registration statement (or the most
          recent post-effective amendment thereof) which, individually or in the
          aggregate, represent a fundamental change in the information set forth
          in the registration statement. Notwithstanding the foregoing, any
          increase or decrease in volume of securities offered (if the total
          dollar value of the securities offered would not exceed that which was
          registered) and any deviation from the low or high end of the
          estimated maximum offering range may be reflected in the form of
          prospectus filed with the Commission pursuant to Rule 424(b) if, in
          the aggregate, the changes in volume and price represent no more than
          a 20% change


                                      II-3
<PAGE>
          in the maximum aggregate offering price set forth in the "Calculation
          of Registration Fee" table in the effective registration statement.

               (iii) To include any material information with respect to the
          plan of distribution not previously disclosed in the registration
          statement or any material change to such information in the
          registration statement.

     PROVIDED, HOWEVER, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
     the information required to be included in a post-effective amendment by
     those paragraphs is contained in periodic reports filed by the registrant
     pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of
     1934 that are incorporated by reference in the registration statement.

               (2) That, for the purpose of determining any liability under the
          Securities Act of 1933, each such post-effective amendment shall be
          deemed to be a new registration statement relating to the securities
          offered therein, and the offering of such securities at that time
          shall be deemed to be the initial bona fide offering thereof.

               (3) To remove from registration by means of a post-effective
          amendment any of the securities being registered which remain unsold
          at the termination of the offering.

          (b) The Company hereby undertakes that, for purposes of determining
     any liability under the Securities Act of 1933, each filing of the
     registrant's annual report pursuant to Section 13(a) or Section 15(d) of
     the Securities Exchange Act of 1934 that is incorporated by reference in
     the registration statement shall be deemed to be a new registration
     statement relating to the securities offered therein, and the offering of
     such securities at that time shall be deemed to be the initial bona fide
     offering thereof.

          (c) Insofar as indemnification for liabilities arising under the
     Securities Act of 1933 may be permitted to directors, officers and
     controlling persons of the registrant pursuant to the foregoing provisions,
     or otherwise, the Company has been advised that in the opinion of the
     Securities and Exchange Commission such indemnification is against public
     policy as expressed in the Act and is, therefore, unenforceable. In the
     event that a claim for indemnification against such liabilities (other than
     the payment by the registrant of expenses incurred or paid by a director,
     officer or controlling person of the registrant in the successful defense
     of any action, suit or proceeding) is asserted by such director, officer or
     controlling person in connection with the securities being registered, the
     registrant will, unless in the opinion of its counsel the matter has been
     settled by controlling precedent, submit to a court of appropriate
     jurisdiction the question whether such indemnification by it is


                                      II-4
<PAGE>
     against public policy as expressed in the Act and will be governed by the
     final adjudication of such issue.


                                      II-5
<PAGE>
                                   SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Company
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Hillsboro, State of Oregon, on February 17, 1998.

                                       RadiSys Corporation



                                       By  GLENFORD J. MYERS*
                                           -------------------------------------
                                           Dr. Glenford J. Myers,
                                           Chairman of the Board, President, and
                                           Chief Executive Officer


     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities indicated on February 17, 1998.

           Signature                                                    Title

GLENFORD J. MYERS*                     Chairman of the Board, President,
----------------------------------     and Chief Executive Officer
Dr. Glenford J. Myers                  (Principal Executive Officer)


BRIAN V. TURNER                        Vice President of Finance and
----------------------------------     Administration and Chief Financial
Brian V. Turner                        Officer (Principal Financial and
                                       Accounting Officer)


WILLIAM W. LATTIN*                     Director
----------------------------------     
William W. Lattin


                                      II-6
<PAGE>
JAMES F. DALTON*                       Director
----------------------------------     
James F. Dalton


RICHARD J. FAUBERT*                    Director
----------------------------------     
Richard J. Faubert


C. SCOTT GIBSON*                       Director
----------------------------------     
C. Scott Gibson


JEAN CLAUDE PETERSCHMITT*              Director
----------------------------------     
Jean Claude Peterschmitt


     *By  BRIAN V. TURNER
          ----------------------------------
          Brian V. Turner,
          Attorney-in-Fact


                                      II-7
<PAGE>
                       CONSENT OF INDEPENDENT ACCOUNTANTS


     We hereby consent to the incorporation by reference in this Registration
Statement on Form S-8 of our report dated January 27, 1997, which appears on
page 16 of the Annual Report on Form 10-K of RadiSys Corporation for the year
ended December 31, 1996. We also consent to the incorporation by reference of
our report on the Financial Statement Schedule, which appears on page 32 of such
Annual Report on Form 10-K.




PRICE WATERHOUSE LLP

Portland, Oregon
February 13, 1998


                                      II-8
<PAGE>
                                                 EXHIBIT INDEX

                                                                      Sequential
Exhibit                                                                  Page
Number      Document Description                                      Number
------      --------------------                                      ------

4.1         Second Restated Articles of Incorporation of the Company
            and amendments to such Restated Articles (incorporated by
            reference to Exhibit 3.1 to the Company's Registration
            Statement on Form S-1, File No. 33-95892 (the "1995 S-1")
            and Exhibit 3 to the Company's Quarterly Report on Form
            10-Q for the quarter ended June 30, 1997).

4.2         Restated Bylaws of the Company and amendments thereto
            (incorporated by reference to Exhibit 3.2 to the 1995
            S-1).

5.1         Opinion of Stoel Rives LLP.

23.1        Consent of Price Waterhouse LLP (see page II-8).

23.2        Consent of Stoel Rives (included in Exhibit 5.1).

24.1        Powers of Attorney.


                                 II-9
[{"type": "S-8", "sequence": "1", "description": "FORM S-8", "secsgml_size_bytes": 18083}]
{"company-data": {"conformed-name": "RADISYS CORP", "cik": "0000873044", "assigned-sic": "7373", "irs-number": "930945232", "state-of-incorporation": "OR", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-46473", "film-number": "98544127"}, "business-address": {"street1": "15025 SW KOLL PARKWAY", "city": "BEAVERTON", "state": "OR", "zip": "97006", "phone": "5036461800"}}
As filed with the Securities and Exchange Commission on February 17, 1998
                                                   Registration No. 333-________

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                 ---------------

                                    Form S-8
                             REGISTRATION STATEMENT
                                      Under
                           THE SECURITIES ACT OF 1933

                                 ---------------

                               RADISYS CORPORATION
             (Exact name of registrant as specified in its charter)

                                 ---------------

             OREGON                                            93-0945232
  (State or other jurisdiction                                (IRS Employer
of incorporation or organization)                           Identification No.)

   5445 NE Dawson Creek Drive
        Hillsboro, Oregon                                         97124
      (Address of Principal                                     (Zip Code)
       Executive Offices)

                                 ---------------

                               RadiSys Corporation
                      1995 Stock Incentive Plan, as amended
                              (Full title of plan)

                                 ---------------

                                Glenford J. Myers
                      President and Chief Executive Officer
                               RadiSys Corporation
                           5445 NE Dawson Creek Drive
                               Hillsboro, OR 97124
                     (Name and address of agent for service)

   Telephone number, including area code, of agent for service: (503) 615-1100

                                    Copy to:

                                 Todd A. Bauman
                                   Stoel Rives
                         900 SW Fifth Avenue, Suite 2300
                           Portland, Oregon 97204-1268
CALCULATION OF REGISTRATION FEE
------------------------------------------------------------------------------------------------------
                                                 Proposed            Proposed
                                                 Maximum             Maximum
                           Amount                Offering            Aggregate            Amount of
Title of Securities        to Be                 Price Per           Offering             Registration
to Be Registered           Registered            Share(1)            Price(1)             Fee
-------------------        --------------        ---------           ---------            ------------
Common Stock               500,000 Shares        $36.4375            $18,218,750          $5,375
------------------------------------------------------------------------------------------------------
(1)  Estimated solely for the purpose of calculating the registration fee
     pursuant to Rule 457(h) under the Securities Act of 1933. The calculation
     of the registration fee is based on $36.4375, which was the average of the
     high and low prices of the Common Stock on February 11, 1998 as reported in
     The Wall Street Journal for Nasdaq National Market issues.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.   Incorporation of Documents By Reference.

     The following documents filed by RadiSys Corporation (the "Company") with
the Securities and Exchange Commission are incorporated herein by reference:

          (a) The Company's latest annual report filed pursuant to Section 13(a)
     or 15(d) of the Securities Exchange Act of 1934 (the "Exchange Act") or the
     latest prospectus filed pursuant to Rule 424(b) under the Securities Act of
     1933 (the "Securities Act") that contains audited financial statements for
     the Company's latest fiscal year for which such statements have been filed.

          (b) All other reports filed pursuant to Section 13(a) or 15(d) of the
     Securities Exchange Act of 1934 since the end of the fiscal year covered by
     the annual report or prospectus referred to in (a) above.

          (c) The description of the authorized capital stock of the Company con
     tained in the Company's registration statement filed under Section 12 of
     the Securities Exchange Act of 1934, including any amendment or report
     filed for the purpose of updating the description.

     All reports and other documents subsequently filed by the Company pursuant
to Sections 13(a) and (c), 14 and 15(d) of the Securities Exchange Act of 1934,
as amended, prior to the filing of a post-effective amendment which indicates
that all securities offered hereby have been sold or which deregisters all
securities remaining unsold, shall be deemed to be incorporated by reference
herein and to be a part hereof from the date of the filing of such reports and
documents.

Item 4.   Description of Securities.

     Not Applicable.

Item 5.   Interests of Named Experts and Counsel.

     Not Applicable.

Item 6.   Indemnification of Directors and Officers.

     Article VII of the Company's Second Restated Articles of Incorporation (the
"Articles") requires indemnification of current or former directors or officers
of the Registrant to the fullest extent permitted by the Oregon Business
Corporation Act (the

                                      II-1
"Act"). The effects of the Articles and the Act (the "Indemnification
Provisions") are summarized as follows:

          (a) The Indemnification Provisions grant a right of indemnification in
     respect of any action, suit or proceeding (other than an action by or in
     the right of the Company) against expenses (including attorney fees),
     judgments, fines and amounts paid in settlement actually and reasonably
     incurred, if the person concerned acted in good faith and in a manner the
     person reasonably believed to be in or not opposed to the best interests of
     the Company, was not adjudged liable on the basis of receipt of an improper
     personal benefit and, with respect to any criminal action or proceeding,
     had no reasonable cause to believe the conduct was unlawful. The
     termination of an action, suit or proceeding by judgment, order,
     settlement, conviction or plea of nolo contendere does not, of itself,
     create a presumption that the person did not meet the required standards of
     conduct.

          (b) The Indemnification Provisions grant a right of indemnification in
     respect of any action or suit by or in the right of the Company against the
     expenses (including attorney fees) actually and reasonably incurred if the
     person concerned acted in good faith and in a manner the person reasonably
     believed to be in or not opposed to the best interests of the Company,
     except that no right of indemnification will be granted if the person is
     adjudged to be liable to the Company.

          (c) Every person who has been wholly successful on the merits of a
     controversy described in (a) or (b) above is entitled to indemnification as
     a matter of right.

          (d) Because the limits of permissible indemnification under Oregon law
     are not clearly defined, the Indemnification Provisions may provide
     indemnification broader than that described in (a) and (b).

          (e) The Company may advance to a director or officer the expenses
     incurred in defending any action, suit or proceeding in advance of its
     final disposition if the director or officer affirms in good faith that he
     or she has met the standard of conduct to be entitled to indemnification as
     described in (a) or (b) above and undertakes to repay any amount advanced
     if it is determined that the person did not meet the required standard of
     conduct.

     The Company may obtain insurance for the protection of its directors and
officers against any liability asserted against them in their official
capacities. The rights of indemnification described above are not exclusive of
any other rights of indemnification to which the persons indemnified may be
entitled under any bylaw, agreement, vote of shareholders or otherwise.

                                      II-2
Item 7.  Exemption From Registration Claimed.

     Not Applicable.

Item 8.  Exhibits.

     4.1  Second Restated Articles of Incorporation of the Company and
          amendments to such Restated Articles (incorporated by reference to
          Exhibit 3.1 to the Company's Registration Statement on Form S-1, File
          No. 33-95892 (the "1995 S-1") and Exhibit 3 to the Company's Quarterly
          Report on Form 10-Q for the quarter ended June 30, 1997).

     4.2  Restated Bylaws of the Company and amendments thereto (incorporated by
          reference to Exhibit 3.2 to the 1995 S-1).

     5.1  Opinion of Stoel Rives.

    23.1  Consent of Price Waterhouse LLP (see page II-8).

    23.2  Consent of Stoel Rives (included in Exhibit 5.1).

    24.1  Powers of Attorney.

Item 9.  Undertakings.

     (a)  The undersigned registrant hereby undertakes:

          (1) To file, during any period in which offers or sales are being
     made, a post-effective amendment to this registration statement:

               (i) To include any prospectus required by Section 10(a)(3) of the
          Securities Act of 1933.

               (ii) To reflect in the prospectus any facts or events arising
          after the effective date of the registration statement (or the most
          recent post-effective amendment thereof) which, individually or in the
          aggregate, represent a fundamental change in the information set forth
          in the registration statement. Notwithstanding the foregoing, any
          increase or decrease in volume of securities offered (if the total
          dollar value of the securities offered would not exceed that which was
          registered) and any deviation from the low or high end of the
          estimated maximum offering range may be reflected in the form of
          prospectus filed with the Commission pursuant to Rule 424(b) if, in
          the aggregate, the changes in volume and price represent no more than
          a 20% change

                                      II-3
in the maximum aggregate offering price set forth in the "Calculation
          of Registration Fee" table in the effective registration statement.

               (iii) To include any material information with respect to the
          plan of distribution not previously disclosed in the registration
          statement or any material change to such information in the
          registration statement.

     PROVIDED, HOWEVER, that paragraphs (a)(1)(i) and (a)(1)(ii) do not apply if
     the information required to be included in a post-effective amendment by
     those paragraphs is contained in periodic reports filed by the registrant
     pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of
     1934 that are incorporated by reference in the registration statement.

               (2) That, for the purpose of determining any liability under the
          Securities Act of 1933, each such post-effective amendment shall be
          deemed to be a new registration statement relating to the securities
          offered therein, and the offering of such securities at that time
          shall be deemed to be the initial bona fide offering thereof.

               (3) To remove from registration by means of a post-effective
          amendment any of the securities being registered which remain unsold
          at the termination of the offering.

          (b) The Company hereby undertakes that, for purposes of determining
     any liability under the Securities Act of 1933, each filing of the
     registrant's annual report pursuant to Section 13(a) or Section 15(d) of
     the Securities Exchange Act of 1934 that is incorporated by reference in
     the registration statement shall be deemed to be a new registration
     statement relating to the securities offered therein, and the offering of
     such securities at that time shall be deemed to be the initial bona fide
     offering thereof.

          (c) Insofar as indemnification for liabilities arising under the
     Securities Act of 1933 may be permitted to directors, officers and
     controlling persons of the registrant pursuant to the foregoing provisions,
     or otherwise, the Company has been advised that in the opinion of the
     Securities and Exchange Commission such indemnification is against public
     policy as expressed in the Act and is, therefore, unenforceable. In the
     event that a claim for indemnification against such liabilities (other than
     the payment by the registrant of expenses incurred or paid by a director,
     officer or controlling person of the registrant in the successful defense
     of any action, suit or proceeding) is asserted by such director, officer or
     controlling person in connection with the securities being registered, the
     registrant will, unless in the opinion of its counsel the matter has been
     settled by controlling precedent, submit to a court of appropriate
     jurisdiction the question whether such indemnification by it is

                                      II-4
against public policy as expressed in the Act and will be governed by the
     final adjudication of such issue.

                                      II-5
SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933, the Company
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Hillsboro, State of Oregon, on February 17, 1998.

                                       RadiSys Corporation

                                       By  GLENFORD J. MYERS*
                                           -------------------------------------
                                           Dr. Glenford J. Myers,
                                           Chairman of the Board, President, and
                                           Chief Executive Officer

     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities indicated on February 17, 1998.

           Signature                                                    Title

GLENFORD J. MYERS*                     Chairman of the Board, President,
----------------------------------     and Chief Executive Officer
Dr. Glenford J. Myers                  (Principal Executive Officer)

BRIAN V. TURNER                        Vice President of Finance and
----------------------------------     Administration and Chief Financial
Brian V. Turner                        Officer (Principal Financial and
                                       Accounting Officer)

WILLIAM W. LATTIN*                     Director
----------------------------------     
William W. Lattin

                                      II-6
JAMES F. DALTON*                       Director
----------------------------------     
James F. Dalton

RICHARD J. FAUBERT*                    Director
----------------------------------     
Richard J. Faubert

C. SCOTT GIBSON*                       Director
----------------------------------     
C. Scott Gibson

JEAN CLAUDE PETERSCHMITT*              Director
----------------------------------     
Jean Claude Peterschmitt

     *By  BRIAN V. TURNER
          ----------------------------------
          Brian V. Turner,
          Attorney-in-Fact

                                      II-7
CONSENT OF INDEPENDENT ACCOUNTANTS

     We hereby consent to the incorporation by reference in this Registration
Statement on Form S-8 of our report dated January 27, 1997, which appears on
page 16 of the Annual Report on Form 10-K of RadiSys Corporation for the year
ended December 31, 1996. We also consent to the incorporation by reference of
our report on the Financial Statement Schedule, which appears on page 32 of such
Annual Report on Form 10-K.

PRICE WATERHOUSE LLP

Portland, Oregon
February 13, 1998

                                      II-8
EXHIBIT INDEX

                                                                      Sequential
Exhibit                                                                  Page
Number      Document Description                                      Number
------      --------------------                                      ------

4.1         Second Restated Articles of Incorporation of the Company
            and amendments to such Restated Articles (incorporated by
            reference to Exhibit 3.1 to the Company's Registration
            Statement on Form S-1, File No. 33-95892 (the "1995 S-1")
            and Exhibit 3 to the Company's Quarterly Report on Form
            10-Q for the quarter ended June 30, 1997).

4.2         Restated Bylaws of the Company and amendments thereto
            (incorporated by reference to Exhibit 3.2 to the 1995
            S-1).

5.1         Opinion of Stoel Rives LLP.

23.1        Consent of Price Waterhouse LLP (see page II-8).

23.2        Consent of Stoel Rives (included in Exhibit 5.1).

24.1        Powers of Attorney.

                                 II-9