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

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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).; and Windsor, England , as well as in
specialty retail locations across the United States. Professor Donahue notes, "With the new SAT
requiring an essay component, this is an incredibly important
invention for all American students to realize their college dreams.
Once the student's audio writing samples are converted to text, they
are processed using an automatic essay evaluation program called
California Electronic Writer, currently in use in California school
districts. Responses are converted to
audio files and emailed to the students, posted to a Web site, and
then analyzed with an audio to text converting program to assess the
accuracy of the responses.

International Auxiliary Languages (IALs) are languages constructed with the aim of facilitating communication between people who would otherwise have no other language in common.

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Terms of the agreement were not disclosed.

The global market for language -learning products and services is estimated
to be $100 billion. The firm has
created long-term value for management and investors. Additional
information can be found at www.

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Additional information can
be found at: www. With $3 billion in capital under management, the firm is
currently investing NEP VIII, its $800 million fund.com.

Telephone Learning Software Helps Solve SAT and Literacy Crisis in American Classrooms with a Phone and the Web; New Technology Assists with Essay Portion of t

Moreover, increased verbal
power spills over positively into related disciplines: writing,
grammar , accent reduction, vocabulary building, reading, even math. He has
developed the software specifically for the woes of America's poor
writers/speakers.

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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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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., OTG Software , Inc. The
company is based in Harrisonburg, Va."
The telephone learning system consists of 11 activities covering a
spectrum of learning: Spelling, Multiplication Tables, Dictation,
Tongue Twisters, Background Knowledge ("What is the capital of
California?, etc.

The software assignments can be viewed at
(http://www.

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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. 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. BNY Capital Markets, Inc.

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.).org/moodle

For a copy of the article, contact editor@languagemagazine.

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For more information, visit
www.

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, and
Transition Systems, Inc.
The automated telephone learning system offers many advantages.com).

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

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

Millions of language learners in more than 150 countries are already using
the Rosetta Stone software. Its investment professionals partner
with strong management teams to help build businesses with substantial
revenues, near-term profitability and solid customer bases.
Activities involve both listening and actual voice output. Phone-in homework becomes an
interactive and documented experience.

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"Language learning will continue to play a
crucial role in an increasingly global world," said Laura Witt, partner at
ABS Capital.com.

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. The firm's criteria for consideration includes $10
million or greater of EBITDA and equity investments between $20 million and
$80 million .nep.") and free responses for writing and speech topics.
Finally, the work load of teachers is lessened .
Donahue describes the urgent literacy needs of students in the
June issue of a Language Magazine article, "English as Second Language
(ESL) students might as well learn Cockney from the Queen of England
as attempt to study English in Miami.
Steven Donahue is a professor at Miami Dade College and features
editor for Language Magazine (http://www.

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"

Madison Capital Funding provided the debt financing portion of this
transaction., an affiliate of The Bank of New
York, acted as exclusive financial advisor to FLT in connection with this
transaction. Language contact with native
speakers of English is becoming increasingly uncommon.

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; Fairfax, Va. 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. (now Eclipsys Corp. The telephone learning system has
seen significantly improved speech and writing output by EAP students
in trial tests this past semester at the College.

They are usually designed to be significantly simpler, and thus in theory easier to learn than natural languages.

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We are pleased to be working with the company to build on their
already proven success."

"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 .

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

Education Editors

HOLLYWOOD, Fla.

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languagemagazine.

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Founded in 1992 and profitable since its inception, FLT has grown rapidly,
increasing revenues by more than 400 percent during the last three years.), NeuStar, 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.

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.californiaelectronicwriter.com

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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.----Steven Donahue ,
professor and developer of innovative writing enhancement technology,
today announced the release of revolutionary Telephone Learning
Software to help solve the literacy crisis in American classrooms and
promises to truly "Leave No Child Behind.

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ABS Capital
Partners has $1. (now Legato Systems , Inc.steven@gmail.

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"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. "Fairfield Language Technologies offers a winning solution to
both consumers and institutions that is differentiated, engaging and
effective. The firm's investment strategy
focuses on companies in the healthcare, technology, business services, and
media and communications sectors .

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Rosetta Stone is the most recognized language-learning software brand in
the market. For the second year
in a row, Fairfield Language Technologies is one of the fastest growing
technology companies as ranked by Deloitte and Touche.
To use the telephone system, students call a toll free number,
enter an individual PIN, select a lesson and assignment, and interact
with that assignment over the telephone.

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"
Professor Donahue declares, "There has got to be a better way to
teach aspiring English learners the spoken language.

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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."

The company employs more than 400 people in three offices located in
Harrisonburg, Va.com." The phone learning system
is capable of processing student essays by telephone and returning
instant holistic scores. And this
immigrant language problem is a burgeoning one, coast-to-coast.

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"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.
"We are enthusiastic about their opportunities and abilities to achieve
their goals.
Authentic listening and speaking can help take the place of the lack
of interaction with native role models.com

Professor Donahue can be contacted at (954) 920-8192 or
donahue.

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5 billion under management and nine investing partners
within offices in Baltimore, San Francisco and Boston . (a Buhrmann company), DoubleClick,
Inc.abscapital.

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The Web is
an integral part of the phone system , and allows students to pre-view
assignments, and get post-results, which are then emailed to them . " And the better
way has involved using the common telephone, linked to a sophisticated
Web-system which is beginning to provide authentic language learning
for the legions of foreign students at Miami Dade College's English
for Academic Purposes (EAP) program. Beyond the classroom, the US Military has used his
software for learning exotic languages, such as Pashto and Dari, the
languages of Afghanistan and Iraqi Arabic.

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