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July 17, 2000
Education and Wireless Leaders Join in $70 Million Initial Investment to Establish First Mobile Computing Network for K-12 Education

Sylvan Learning Systems, Inc. (Nasdaq: SLVN), the world's leading provider of educational services to families, schools, and industry, and Aether Systems, Inc. (Nasdaq: AETH), a leading provider of wireless data products and services, today announced the launch of a new company, MindSurf. MindSurf will provide an affordable mobile computing infrastructure that seamlessly links students, teachers and parents, improving communication in the school community and enriching the K-12 learning experience. Critical Path (Nasdaq: CPTH), the global leader in messaging solutions, will join Aether and Sylvan in launching this wireless education venture.

The vision of MindSurf is to provide students with computing and communications resources through low-cost, wireless handheld devices, while giving teachers and parents unique new tools to stay connected. The MindSurf solution will provide basic collaboration, communication and messaging applications that can be configured for specific uses. Students will gain access to the information they need, such as schedules, assignments, activities and educational content, including reference materials. Teachers, meanwhile, will enjoy a means to communicate more efficiently with students, parents and other teachers, streamline their workload and focus on teaching. In addition, MindSurf provides a level of administrative control, allowing teachers to set access, security and privacy guidelines. Parents can stay informed about their children's attendance, grades, assignments, and teachers' comments and can be instantly notified of a problem or issue concerning their child.

MindSurf brings together an unparalleled combination of industry leaders. MindSurf is the first major development to come out of Sylvan's recently announced e-learning venture arm, Sylvan Ventures, which develops and invests in educational technology companies. Sylvan Ventures will provide branded consumer educational services, deep relationships with school districts, and an understanding of education and the school environment. Aether will provide wireless data expertise, communications infrastructure and successful experience launching wireless solutions for vertical industries. Several wireless technologies are being considered for the MindSurf Network, including Bluetooth, localized cellular, and digital broadcast. MindSurf is the only company to combine the experience, relationships and industry expertise required to create a viable, mobile collaboration solution for the K-12 market segment.

"Aether is thrilled to team with these world-class corporate partners to create MindSurf, a company with the potential to help transform the way education is delivered by teachers, accessed by students, and actively supported by parents," said Aether Chairman and CEO David S. Oros. "MindSurf will be dedicated to keeping the educational community fully connected and empowered with wireless communications, resulting in improved education. MindSurf represents Aether's commitment and presence in the K-12 education marketplace."

Sylvan and Aether will share majority ownership of MindSurf, with each company contributing $29.4 million at the launch for a 42 percent stake in the company respectively. Critical Path and other minority investors will own the remaining 16 percent of MindSurf.

"With the introduction of MindSurf, we are creating a major paradigm shift in how students access and use computers in the classroom. With a low-cost mobile computing approach and wireless access, students can better interact with teachers, which is essential to the success of the learning experience. Mobile computing will help make computing and communications affordable in the education environment," said Chris Hoehn-Saric, chairman and CEO of Sylvan Ventures. "Sylvan is committed to investing in and developing companies, like MindSurf, designed to dramatically advance and enhance the learning model. We are happy to be working with Aether and Critical Path in this strategic venture."

MindSurf plans to market its products and services to both public and private school systems. Aether and Sylvan expect that pilot programs will be rolled out and incorporated into schools nationwide beginning this coming school year.

MindSurf is headquartered in Baltimore, Maryland. The management team and board of directors for the company are currently being assembled. Senior executives from both Sylvan and Aether involved in the formation and development of MindSurf will steer the company and search for the permanent leadership team.

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