Lakewood, New Jersey - July 24, 2007 - Achieve3000, the leader in internet-based, differentiated instruction, with solutions for reading comprehension, vocabulary and writing proficiency, today announced the company has secured a $9 million investment from New York-based Insight Venture Partners. Insight is the leading private equity and venture capital firm focused on the global software and internet industries.

Insight Venture Partners focuses solely on software and software-enabled companies, and has been the fastest-growing firm in software and Internet investing since its founding in 1995. "Traditionally, it has been difficult for young companies to establish themselves in the education market, but we see Achieve3000 as really distinguishing itself from other educational technology firms," said George McCulloch, managing director of Insight Venture Partners. "With the increased interest in Web-based learning -- established first in higher education and now taking hold in the K-12 market, we see this as an investment in a company that will become a major player in technology-based learning solutions."

This is the largest investment of its kind and a significant one for Achieve3000, which was honored in 2006 by the New Jersey Technology Council (NJTC) as Growth Company of the Year. Serving more than 500,000 students in more than 35 states, Achieve3000 offers Web-based instructional programs that improve students' reading and writing skills. Achieve3000's two flagship products, KidBiz3000™ and TeenBiz3000^®, are proven to accelerate reading comprehension, vocabulary and writing skills among students in grades 2 through 12.

Achieve3000 benefits both educators and students because it delivers differentiated instruction by tailoring the curriculum to the reading and interest level of each individual student. Through the company's student-safe e-mail system, both KidBiz3000 and TeenBiz3000 use the Internet to deliver the same assignments and activities to the entire class, while customizing the assignment to each student's Lexile^® reading level.

"The investment made by Insight Venture Partners is a critical one for us; it will afford Achieve3000 the opportunity to propel the company forward," said Saki Dodelson, CEO of Achieve3000. "The most exciting aspect of this investment is that we hear and see the demand for our products everyday, and now we can truly accelerate our growth, enabling us to reach more kids across America with products that they enjoy and that work to improve reading and writing abilities. Our products are built on decades of scientific research into how children learn to read and are based on the findings of the National Writing Commission, National Reading Panel and Reading Next. We appreciate the vote of confidence inherent in the investment by this top-tier VC firm."

The funding will be used to expand Achieve3000's reach to their target market of students in grades 2 through 12 as well as grow the product line with new products like the recently added Spark3000^®, a literacy solution for adult learners. KidBiz and TeenBiz are products that focus on school districts' need to develop effective differentiated learning solutions as well as meet increased demands in literacy standards placed by No Child Left Behind under the Bush administration. "What we have seen lately is a lot of merger and acquisition activity within the educational publishing and software industry, but until now not many smaller companies making a mark with truly innovative products," said McCulloch. "The time is perfect for a new participant to enter the market and challenge these more entrenched players, revolutionizing the way people think about ed-tech. Achieve3000 is in the perfect position to be that new player, the 'new kid on the block.' Furthermore, Achieve3000 products have produced consistent, extraordinary results in raising student Lexile scores across the board. We are investing in something that works."

About Achieve3000
Achieve3000, of Lakewood, N.J., delivers differentiated literacy solutions proven to increase reading comprehension and fluency, vocabulary and writing proficiency for students in grades 2 through 12. Through its proprietary software engine, the company uses the Internet to provide each student with an appropriate version of the same content based on his or her reading level. The company's products include KidBiz3000 (a reading and writing program for grades 2 through 5), TeenBiz3000 (a reading and writing program for grades 6 through 12) and Spark3000 (a reading and writing program for adult learners). For more information, visit www.achieve3000.com or phone 800-838- 8771.

About Insight Venture Partners
Insight Venture Partners has raised more than $2 billion in capital to invest in leading software, technology and Internet services companies. From their New York headquarters, Insight takes a global approach to investing, providing hands-on execution and strategic advice to ensure their portfolio companies benefit from Insight's cumulative operational and financial experience. Founded in 1995, Insight invests in and partners with expansion-stage and mid-market transactions to create long-term value for all stakeholders. For additional information, visit their Web site at www.insightpartners.com.