Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On June 24, 2008, Rambus Inc. (the "Company") issued a press release announcing that the Board of Directors (the "Board") of the Company has appointed Mr. Stang to the Board as a Class II director and to the Compensation Committee of the Board (the "Compensation Committee"), effective July 22, 2008. Mr. Stang accepted this appointment on June 18, 2008. Pursuant to the Company's standard compensation policy for independent directors, Mr. Stang will receive a nonstatutory stock option to purchase 40,000 shares of the Company's common stock when he first becomes a director, and will receive each year an option to purchase 20,000 shares of the Company's common stock (which, in the case of new directors, is payable following the six-month anniversary of their appointment) and an annual retainer of $40,000, payable in quarterly installments. Mr. Stang also entered into the Company's standard indemnification agreement. Mr. Stang serves as CEO and President of Reliant Technologies, Inc., a developer of medical technology solutions for aesthetic applications. Prior to joining Reliant Technologies, Mr. Stang served as Chairman, CEO and President of Lexar Media, Inc., a provider of solid state memory products. Mr. Stang received his A.B. from Stanford University and MBA from the Harvard Business School. Mr. Stang also serves on the boards of directors of Reliant Technologies, Miradia, Inc. and Yadav Technology. As previously disclosed in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on April 8, 2008, Dr. Kevin Kennedy will step down as Chairman and a member of the Board effective July 1, 2008. Item 9.01 Financial Statement and Exhibits

(d) Exhibits
99.1 Press release dated June 24, 2008

---