SmartPros Purchases Assets of MGI Management Institute

Company Also Reports That Share BuyBack Program Has Been Completed


HAWTHORNE, N.Y., Oct. 23, 2006 (PRIMEZONE) -- SmartPros Ltd. (AMEX:PED), a leader in the field of accredited professional education and corporate training, today announced that it has acquired certain tangible and all intangible assets of MGI Management Institute (MGI) for a total cash purchase price of $100,000. Based in White Plains, New York, MGI designs, develops and conducts distance education courses covering a wide range of professional topics for engineers, legal administrators, manufacturing professionals, quality managers, health care professionals and others.

Allen Greene, SmartPros' Chairman and CEO, stated, "Key elements of our long term growth strategy have remained focused on expanding our libraries and increasing market share through acquisitions. MGI fills the bill in both regards and represents a solid strategic investment for our Company. Having earned a loyal following of professionals and leading industry organizations, who have long valued the quality, convenience and depth of its professional continuing education coursework, MGI represents a logical and powerful addition to SmartPros' product platform, and should serve to greatly strengthen our current library of testing and continuing education programs for the engineering profession."

Since 1968, over 200,000 professionals and 18 professional societies have enrolled in MGI courses. Included among the professional societies who have come to rely on MGI to help fulfill their members' continuing education needs are the National Society of Professional Engineers (NSPE); The Association for Operations Management (APICS); and the Society of Manufacturing Engineers (SME). A special series of MGI courses prepares individuals to take professional licensure or certification examinations. Among these are the Professional Engineer (PE and FE) licensure exams for Civil, Electrical and Mechanical Engineers, and the Certified in Production and Inventory Management (CPIM) exam. MGI (www.mgi.org) booked approximately $670,000 in revenues in 2005.

In other news, SmartPros reported that it has completed its share buyback program, originally authorized by the Company's Board of Directors in November 2005. Under the buyback program, SmartPros acquired a total of 252,725 shares at an average purchase price of $2.78 per share. These repurchases were made in the open market or in privately negotiated transactions from time to time, subject to market conditions and other factors and in compliance with applicable legal requirements. The Company used cash on hand to fund the purchases. SmartPros was not obligated to acquire any particular amount of common stock as a result of the plan, but was authorized by its Board to spend up to $750,000.

About SmartPros Ltd.

Founded in 1981, SmartPros Ltd. is an industry leader in the field of accredited professional education and corporate training. Its products and services are primarily focused in the accredited professional areas of corporate accounting, financial management, public accounting, governmental and not-for-profit accounting, engineering, and ethics and compliance. SmartPros is a leading provider of professional education products to Fortune 500 companies, as well as the major firms and associations in each of its professional markets. SmartPros provides education and content publishing and development services in a variety of media including Web, CD-ROM and video. Our subscription libraries feature hundreds of course titles and 1,000+ hours of accredited education. SmartPros' proprietary Professional Education Center (PEC) Learning Management System (LMS) offers enterprise distribution and administration of education content and information. In addition, SmartPros produces a popular news and information portal for accounting and finance professionals that services 300,000+ visitors and 100,000+ subscribers per month. Visit www.smartpros.com.

The SmartPros logo is available at http://www.primezone.com/newsroom/prs/?pkgid=2586

Safe Harbor Statement

This press release includes "forward-looking statements" within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements in this press release include expectations about the effect of the asset purchase on SmartPros' business, operations, financial condition and results of operations. Actual results may differ materially from those contained in the forward-looking statements in this press release. There can be no assurance that the acquisition will result in any additional revenues or operating income. SmartPros undertakes no obligation and does not intend to update these forward-looking statements to reflect events or circumstances occurring after this press release. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement.



            

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