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

(d) On April 21, 2009, the Board of Directors of AltiGen Communications, Inc. appointed Alan Howe, Vice President - Strategic and Wireless Business Development of Covad Communications, to the Board. Mr. Howe will serve as a Class I Director and member of the Audit Committee, with a term that expires on the date of AltiGen's Annual Meeting of Stockholders in 2012. Mr. Howe was recommended to the Board by Lloyd I. Miller, III, a large stockholder of AltiGen. There are no other arrangements or understandings between Mr. Howe and any other person pursuant to which Mr. Howe was selected as a Director. There are no transactions involving Mr. Howe that would be required to be reported under Item 404(a) of Regulation S-K.

The appointment of Mr. Howe (i) brings the total number of independent Audit Committee members to three in satisfaction of the requirement of FINRA Rule 5605(c)(2)(A) (formerly, Nasdaq Marketplace Rule 4350(d)(2)(A)) that a listed company have a three member audit committee and (ii) results in the Board being comprised of independent directors who constitute a majority of the Board in satisfaction of the requirement of FINRA Rule 5605(b)(1) (formerly, Nasdaq Marketplace Rule 4350(c)(1)).

Also, on April 21, 2009, the Board appointed Mike Mon Yen Tsai, a current independent member of the Board and a member of the Nominating and Corporate Governance Committee and the Audit Committee, to also serve on the Compensation Committee.

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