While Spanish dominant and Spanish
preferred bilingual Hispanics equal more than 65% of the 40 million
Hispanics in the U.

AOL Latino/Berlitz Premium Products will be offered as an
incentive to complete the online lessons .
"We are enthusiastic about their opportunities and abilities to achieve
their goals. Its investment professionals partner
with strong management teams to help build businesses with substantial
revenues , near-term profitability and solid customer bases.

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, headquartered in Princeton, NJ, is the
world 's premier language services firm, providing expertise in live
and on-line language instruction and cross-cultural training, and
testing programs."

Madison Capital Funding provided the debt financing portion of this
transaction. (now Legato Systems, Inc.

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Quizzes and other techniques are also provided to allow the
learner to evaluate their progress."

The company employs more than 400 people in three offices located in
Harrisonburg, Va. The firm has
created long-term value for management and investors. ABS Capital
Partners has $1.5 billion under management and nine investing partners
within offices in Baltimore, San Francisco and Boston. Over the past twelve
years , ABS Capital Partners has backed industry leaders including AMISYS
Managed Care Systems Corporation (now McKesson Corporation), American Radio
Systems Corp, Corporate Express, Inc.

Norwest Equity Partners

Founded in 1961, Norwest Equity Partners (NEP) is a leading private equity
firm that focuses on equity investments in profitable and growing middle
market companies primarily through management buyouts, recapitalizations
and growth financings.

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"We are dedicated to helping the Hispanic community succeed in the
United States by offering tools that educate adults and children ,"
said David Wellisch, Vice President and General Manager, AOL Latino.
(www.; and Windsor, England , as well as in
specialty retail locations across the United States."

"Fairfield Language Technologies has attracted a very high-quality
management team, and that team has grown the company significantly with a
unique and sustainable business model," said Steve Farsht, partner at NEP. ABS Capital Partners
leverages over 100 years of combined investing and operating experience
among its partners and provides a range of investment structures, including
expansion financings, management buyouts and recapitalizations., and
Transition Systems, Inc. For more information, visit
www.

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berlitz .
This transaction will allow the company to continue to fuel its growth and
meet the ever-increasing demands for its award-winning products.

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"We are excited to join AOL Latino to further
extend the value of the AOL Latino membership and provide the
opportunity to enhance the language skills Hispanics need on the job
and in their lives.us

About AOL(R) Latino

AOL Latino, the leading bilingual Internet service provider for
U. "These are experienced investors who have helped build and grow
significant companies, and our management team looks forward to working
with them as we take Rosetta Stone to the next level.

About the Investors

ABS Capital Partners

ABS Capital Partners is a private equity firm that was founded in 1990 to
invest in mid- to later-stage growth companies in order to create
significant, market-leading companies. (a Buhrmann company), DoubleClick,
Inc ., OTG Software, Inc.

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"By working with one of the most well known and respected names in
language instruction, Berlitz, we are set to offer AOL Latino members
the experience of online English language classes as an added value
for being part of the AOL Latino family. Its carefully sequenced structure , use of native speakers
and ability to provide instantaneous feedback teaches new languages without
ineffective memorization, translation or tedious grammar drills.

grammar pronunciation

AOL Latino and Berlitz Partner to Offer English Language Lessons at No Extra Charge to AOL Members; Poll Finds 78% of Respondents Are Interested in Taking Onli

, an affiliate of The Bank of New
York, acted as exclusive financial advisor to FLT in connection with this
transaction. The firm's criteria for consideration includes $10
million or greater of EBITDA and equity investments between $20 million and
$80 million.

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These weekly classes , which offer
interactivity in the form of questions, can be played back and
used repeatedly for review and reinforcement. With an
extensive history and knowledge of equity and mergers and acquisitions
markets, ABS Capital Partners provides strategic guidance and helps
companies to capitalize on their business opportunities.

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S.

Rosetta Stone and Dynamic Immersion are trademarks of Fairfield Language
Technologies.

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And, according
to a recent poll on the AOL Latino service , 78% of respondents are
interested in taking online English lessons. and Latin American
news, the latest in music, entertainment and sports, as well as access
to all the existing content available on the English language AOL
service for no extra cost.

PRESS RELEASE Fairfield Language Technologies Creator of Rosetta Stone(R) Language-Learning Software Completes Management Buyout

The company 's Dynamic Immersion method uses thousands of
real-life color images to convey the meaning of spoken and written phrases
in the program.

Millions of language learners in more than 150 countries are already using
the Rosetta Stone software. "Language learning will continue to play a
crucial role in an increasingly global world," said Laura Witt, partner at
ABS Capital. The firm's investment strategy
focuses on companies in the healthcare, technology, business services, and
media and communications sectors. The company was
founded in 1992 on two core beliefs: that the natural way people learn
native languages as children remains the most successful method for
learning new languages; and that interactive technology can replicate and
activate that immersion method powerfully for learners of any age.

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We have also worked to remove obstacles to coming online
such as a bilingual AOL(R) Optimized PC for only $299, with a year's
membership to the AOL service. Hispanics, offers comprehensive Spanish product features such as
toolbar, menus, Parental Controls, and Homework Help .S. This market is expected to continue to grow due to
several powerful market trends, including globalization , increasing
immigration, the growing penetration of computers and Internet access in
schools and homes, greater acceptance of self study as a learning method,
increasing numbers of language-learning and travel enthusiasts, and the
global economic advantages of learning a new language -- especially
learning English in Asia. It distinguishes itself from other language-learning tools by
helping users develop everyday proficiency naturally, the same way people
learn their first language -- by linking new words with real-world objects
and events.

vocabulary narration

, the premier language training
and testing services provider throughout the world, announced today
that they have joined forces to offer multiple ways for AOL members to
learn English at no extra charge. With nearly 14 million Hispanics online (1) and growing
rapidly, Hispanics now have the opportunity to embrace new ways of
learning English through the Internet to ultimately enhance their
lives.

Berlitz Weekly Webcast classes for the Beginner and
Intermediate level.

The global market for language-learning products and services is estimated
to be $100 billion.), NeuStar, Inc. Additional
information can be found at www.

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"

The AOL Latino offering includes:

eBerlitz English is an offline collection of over 100 hours of
instruction that allows members to learn English at their own
pace through the use of extensive PC based exercises including
listening comprehension , reading comprehension, speaking and
pronunciation practice, and practicing English grammar . After completion of
the course offered by AOL Latino, our members can choose to
continue their education with Berlitz at a 25% discount.abscapital.com.com.RosettaStone.

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Berlitz has been teaching languages for over 125
years and has millions of successful alumni.

Rosetta Stone is the most recognized language-learning software brand in
the market.

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Online learning, according to a survey by research group
Eduventures, grew more than 50% in 2002 to reach $3.).

About Rosetta Stone

Rosetta Stone

Fairfield Language Technologies publishes Rosetta Stone, the revolutionary
CD-ROM and online language-learning software acclaimed for the speed, power
and effectiveness of its Dynamic Immersion method.

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(now Eclipsys Corp. Teaching 29
languages to millions of people in over 150 countries throughout the world,
Rosetta Stone is the key to language -learning success.

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+ WASHINGTON----AOL(R)
Latino, the leading bilingual Internet service provider for U.

In addition to the free eBerlitz English language courses, AOL
Latino has launched several other initiatives to increase the value of
having an AOL Latino membership including discounted money transfers
(KW:Envios de Dinero) and discounted phone cards (KW:Tarjetas
Telefonicas).S.

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S.7 billion and is
expected to maintain growth rates in excess of 30% for a number of
years to come.

(1) Source: comScore Media Metrics January 2005 report

Fairfield Language Technologies (FLT),
creator of the revolutionary CD-ROM and online immersion-based Rosetta
Stone language-learning software, acclaimed for its speed, power and
effectiveness, today announced that it has completed a management buyout
led by private equity firms ABS Capital Partners (ABS Capital ) and Norwest
Equity Partners (NEP). For the second year
in a row, Fairfield Language Technologies is one of the fastest growing
technology companies as ranked by Deloitte and Touche.

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About Berlitz:

Berlitz Languages, Inc. AOL Latino also
provides Spanish language content including U.nep.

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Business Editors/Education Writers/Internet Writers

DULLES, Va., this special offer provides this growing
segment a cost effective and easy way to learn English.

Founded in 1992 and profitable since its inception, FLT has grown rapidly,
increasing revenues by more than 400 percent during the last three years. With $3 billion in capital under management, the firm is
currently investing NEP VIII, its $800 million fund. The
company is based in Harrisonburg, Va.

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; Fairfax, Va . "Fairfield Language Technologies offers a winning solution to
both consumers and institutions that is differentiated, engaging and
effective. Additional information can
be found at: www.

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"
"Research indicates that Spanish dominant Hispanics prefer to
learn English in the comfort of their homes and what better way than
with the convenience of the Internet," said Toru Noda, CEO, Berlitz
International, Inc. The time-proven
principles of the Berlitz Method(R), a unique conversational approach,
are constantly supplemented with new and updated information and the
latest multi-media and technology enhanced methodologies.

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Hispanics, and Berlitz Languages, Inc.

"Fairfield Language Technologies created a superior language-learning
solution with our Rosetta Stone software, and I am very pleased that our
market-leading position has attracted the interest of strong investment
partners like ABS Capital and Norwest Equity Partners," said Tom Adams, CEO
of FLT. We are pleased to be working with the company to build on their
already proven success.com.

It is not for sites aimed at foreign language teachers or native speakers of non-English languages.

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These classes feature 96 recorded online
sessions that include visual and audio components to support
the language learning process and are available exclusively to
AOL Latino members online . Terms of the agreement were not disclosed. BNY Capital Markets, Inc. With offices in
Minneapolis and Los Angeles, NEP has earned a reputation as one of the
premier private equity investment firms in the United States.