SmartPros Acquires Assets of Cognistar Interactive Corporation

SmartPros to Expand Offerings in Online Continuing Legal Education


HAWTHORNE, N.Y., Nov. 15, 2006 (PRIMEZONE) -- SmartPros Ltd. (AMEX:PED), a leader in the field of accredited professional education and corporate training, today announced that it has acquired most of the assets of Cognistar Interactive Corporation, a premier provider of online continuing legal education (CLE) and business-oriented legal and ethics programs, for a total cash consideration of $320,000 and the assumption of certain liabilities.

Headquartered in Westborough, Massachusetts, Cognistar's e-learning solutions range from accredited continuing education in law and other professions to customized corporate programs that provide on-the-spot training. Specifically, Cognistar offers online courses in Litigation, Intellectual Property (IP), Corporate and Securities law, Taxation, Labor and Employment law, Bankruptcy, Ethics, Professionalism, Substance Abuse, Bias, and many more. Further, Cognistar's courses are accredited for online CLE in jurisdictions such as Arizona, California, Delaware, Georgia, Kentucky, North Carolina, New Hampshire, New York, Pennsylvania, Ohio, Tennessee, Texas, Virginia, Vermont, West Virginia, England and Wales. Over the past two and a half years Cognistar's (www.cognistar.com) revenues have averaged over $600,000 per year.

"This strategic and synergetic asset purchase materially expands our product lines into the field of Law," said Allen Greene, Chairman and CEO of SmartPros. "We believe this acquisition is a perfect complement to our existing business, and will be beneficial to both SmartPros' and Cognistar's clients."

Moving forward, SmartPros will integrate and operate Cognistar's assets as part of a new legal division of SmartPros' subsidiary Working Values. Cognistar's founder and President, Stephen K. Henn, Esq., will serve as its President.

"We are extremely pleased to welcome Stephen, and key members of his staff into the SmartPros family," said Greene. "The industry knowledge and expertise they bring with them should prove to be great assets to our new Working Values legal division."

With over 17 years experience in finance and operations with both private and public companies from inception through IPO, Henn is also an attorney, admitted to the Connecticut and federal bars. Prior to founding Cognistar, he served as Vice President and CFO of MangoSoft Corporation, a developer of advanced networking software. He has also held executive posts at Accent Color Sciences, Inc., CompuDyne Corporation and Corcap, Inc., where he also served as a member of the board of directors. He has been a professional advisor to several Internet-related companies and currently serves on the board of e-Resolve Corporation, a developer of Web-based CRM software. Henn is a graduate of the University of Chicago and University of Connecticut School of Law.

"SmartPros and Working Values are the perfect fit to continue to build on what Cognistar has accomplished over the years," said Henn. "They have a great customer base, financial strength, proven technology and necessary experience to push our legal and ethics training to the next level."

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, banking, 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. SmartPros' subscription libraries feature hundreds of course titles and 1,000+ hours of accredited education and its 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 acquisition 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. SmartPros, Skye Multimedia, and Working Values undertake no obligation and do 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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