Lightspan Signs $2,479,000 Contract to Supply 551 NewYork City Schools with Internet Content.

Business Editors & Education/Internet Writers

NEW YORK--(BUSINESS WIRE)--June 22, 2000

Lightspan Inc. (Nasdaq:LSPN) has signed a three-year, $2,479,000 agreement with the New York City Board of Education to provide online educational content to 551 elementary and middle schools

The contract, which covers all five boroughs, represents one of the largest deployments of Lightspan's products and services.

In choosing Lightspan for the Education Technology Initiative in New York City schools, the Board's Division of Instructional and Informational Technology relied on input from the directors of instructional technology (DITs) for the individual school districts.

"We chose Lightspan because it helps us deal with three issues: equity of access for all our children, getting parents involved with the school, and getting parents involved with the children's work at home," said Jay Lefkowitz, director of information technology for District 18 in Brooklyn and president of The Directors of Information Technology/Computer Coordinators Association in New York City.

"Lightspan gives us a clear line of communication from parent to teacher and from teacher to parent, and every child has the same kind of potential access."

According to the terms of the agreement, all 551 schools will have access to The Lightspan Network (TLN), an online, advertisement-free subscription service that features K-8 curriculum aligned with state and local standards. The customized version of TLN for New York City will include curriculum that correlates with New York City Performance Standards as well as New York State Standards.

"Lightspan has the rich content and flexibility that a complex urban environment requires -- and New York City, with its diverse neighborhoods, cultures, schools and learning styles -- is the ideal location," said John Kernan, chairman and CEO of Lightspan. "If we can help provide valuable content aligned to local curriculum standards and strengthen school-to-family ties in the nation's largest school system, we have a model that can be adapted for any community."

Hispanic School-to-Home Connection

New York City employs some 78,000 teachers and serves more than 1 million students in its K-12 public school system. Increasingly, the district has had to deal with more and more language and cultural diversity, mirroring the city at large, where approximately 40 percent of all New Yorkers are foreign-born. The percentage of students of Hispanic origin enrolled in the district is now 29 percent.

In crafting the agreement with Lightspan, New York identified English immersion as a key educational strategy. To facilitate communication between the school and Hispanic-American families, Lightspan will add a Spanish-language family-and-community component to TLN. This feature will give parents access to homework help and other resources that show what children should be learning at specific grade levels.

Lightspan will also offer this Spanish-language feature to other school districts around the country that have large Hispanic populations.

An online pre-assessment tool will enable teachers to use diagnostic tests for their students. For each test submitted, the teacher will receive a list of core subjects that the child requires. The pre-assessment tool will enable a teacher to create an individualized learning plan for each child based on grade-appropriate, standards-correlated curriculum.

Wiring the Schools

TLN is currently used by 20,000 K-8 teachers in 41 states. Five of these states -- Texas, Illinois, Pennsylvania, North Carolina and Oklahoma -- have already adopted The Lightspan Network in statewide projects.

Although 89 percent of the country's K-12 classrooms are currently wired, New York City's 1,100 schools have lagged behind. But the Board of Education has lately been playing catch-up, with $145 million in federal "E-rate" funds and a commitment to wire every classroom by 2002.

"The city has taken a quantum leap forward in giving schools and communities access to the Internet," said Helene Fink, the division's coordinator of special projects. "The basic hardware, wiring and dedicated phone lines are now in place."

TLN will provide the missing link -- by putting teachers within an easy "mouse click" of grade-appropriate, interactive learning materials. Teachers will be able to choose a state standard and instantly correlate it with a lesson plan -- they won't have to spend hours searching for the match. They'll have more one-on-one time to spend with their students.

The Lightspan/New York City contract includes a full range of professional development and support services. Among the services to be provided will be onsite professional development sessions conducted by highly qualified former educators to familiarize technology coordinators from the various districts with TLN.

Early this summer, TLN will become available to teachers at home, and formal training will begin in August, with implementation planned this fall. Toll-free telephone and e-mail user support will be available from Lightspan for the duration of the three-year program.

About The Lightspan Network

The Lightspan Network is the online source for professionally designed educational activities and Web site reviews that correlate directly with state and national standards and also with those of the National Council of Teachers of Mathematics (NCTM) and the International Reading Association (IRA). TLN features include:

-- Learning Search: This tool saves classroom teachers endless

hours of surfing time, through direct access to more than

121,000 sites that are indexed by grade level and subject area

and reviewed by Lightspan curriculum experts. Each site

includes a description of its usefulness in the classroom.

-- Curriculum Challenge: This feature offers 150 grade-specific,

interactive K-8 learning activities with curriculum content in

reading, writing, vocabulary development and mathematics.

-- Online Safety: This section contains guidelines for safe

surfing in home and school environments.

-- Help/Support: In this area, teachers can post ideas in the

suggestion box, e-mail questions to Lightspan's support staff,

consult a glossary of Internet terms, and get tips on

integrating The Lightspan Network into age-appropriate and

standards-correlated curriculum.

About Lightspan Inc.

Lightspan Inc. provides curriculum-based educational software and Internet products and services used in school and at home. Lightspan's technology, delivery systems and content help increase student interest in learning, family involvement in their children's education, and productive interaction among teachers, parents and students.

Lightspan's products include Lightspan Achieve Now(TM), an interactive curriculum program for K-8 students; curriculum programs for college students offered through Lightspan's higher-education group, Academic Systems Corp.; and an integrated family of K-12 Internet products and services offered through Lightspan's Web site, Lightspan.com.

Statements in this news release that are not strictly historical are "forward-looking" statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements involve a high degree of risk and uncertainty and are predictions only; actual events or results may differ materially from those projected in such forward-looking statements. Factors that could cause or contribute to differences include risks associated with consummating the merger with eduTest Inc., and satisfying the various conditions to its occurrence; risks associated with integration of the two companies; volatility of the company's expenses and operating results; market acceptance of the company's curriculum-based software and Internet products; management of growth; risks associated with expanding the company's Internet business; changes in funding for public schools; technological advances and risks related thereto; and risks associated with the company's rapid growth. These factors and others are more fully described under "Risk Factors" in the Final Prospectus included in Lightspan Inc.'s Annual Report filed on Form 10-K as filed with the Securities and Exchange Commission.