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Zoom Telephonics Acquires Hayes Modem Assets

Boston, MA, April 7, 1999 -- Zoom Telephonics, Inc. (NASDAQ: ZOOM) announced today that it has acquired most of the modem assets of Hayes Corporation, including the Hayes, Practical Peripherals, Accura, Optima, Century 2, and Cardinal brands and product rights for the USA, Canada, South & Central America, Europe, and the Middle East. In addition, Zoom has acquired all the assets of Hayes Europe, including a significant ongoing operation headquartered in the UK.

The Hayes brands and product rights purchased by Zoom accounted for approximately $80 million in Hayes sales in 1998.

Zoom has also acquired Hayes' Cable Modem and DSL Lab equipment to support Zoom's ongoing programs in these fast-growing wide area network communications areas.

Zoom's purchases of Hayes assets cost a total of $5.3 million, paid entirely in cash. In addition to the product rights, Zoom received more than $4 million of hard net assets including cash, receivables, inventory, and equipment. Zoom is in discussions regarding the purchase of some of the remaining Hayes assets.

Founded in 1977, Zoom Telephonics is a leading manufacturer of modems and other data communications products. Also founded in 1977, Hayes was the pioneer in modems for personal computers, and is well known for inventing the modem command set that made "Hayes compatibility" the de facto standard of the modem industry.

The Hayes name is highly respected worldwide, and Zoom plans to actively market a broad line of Hayes products. Zoom will continue to manufacture Hayes products utilizing Hayes designs, and plans to add new products to the Hayes product line in the future. Of course, Zoom Telephonics will also continue to design, produce, and market Zoom brand products.

The combination of Zoom and Hayes consolidates two of the most important personal computer data communications brands in the world under Zoom's control.

"Zoom is very excited about the synergistic potential of this acquisition," said Frank Manning, Zoom's President and CEO. "Hayes' products and brand name are well-known and respected worldwide. We are particularly enthusiastic about the acquisition of Hayes' valuable European operation, including a knowledgeable and enthusiastic staff at the Hayes' European office close to London. In addition, we are fortunate to have hired several senior members of the engineering, sales, and marketing teams from the Hayes corporate headquarters in Atlanta to provide product and market continuity for the Hayes product lines. In the USA our primary channel for Hayes products will be existing Hayes distributors and value-added resellers selling to corporations and government agencies. In the UK we will continue to sell Hayes through its powerful retail channel, as well as through its distributors and VARs. Outside the USA and the UK, we will carefully coordinate Zoom and Hayes distributors, allowing some of the best distributors to carry both brands."

"We believe that this acquisition will give us the opportunity to grow our modem sales and market share in a market experiencing revenue declines. The acquisition also expands our channels and branding flexibility for wireless data products, cable modems, and DSL products, which will play a major role in the future of client-side data communications."

"All acquisitions require focus and a significant investment of time, and this one is no exception. However, the integration of our Hayes division is proceeding with remarkably little disruption to ongoing operations and little effect on our balance sheet. We see minimal downside with this investment and considerable upside, particularly in the second half of 1999 and beyond."

For additional information please contact Investor Relations, Zoom Telephonics, 207 South Street, Boston, MA 02111, telephone (617)423-1072, fax (617)338-5015, e-mail address investor@zoomtel.com. Zoom's World Wide Web site is www.zoomtel.com.

Disclaimer: This press release contains forward-looking information relating to Zoom's plans, expectations and intentions, including without limitation the financial and other contributions expected in connection with Zoom's acquisition of the Hayes modem assets referenced in this release. Actual results may be materially different than those expectations as a result of known and unknown risks, including those set forth below. Acquisitions involve numerous risks, including difficulties in the assimilation of operations and products of acquired businesses, the ability to manage geographically remote units, and the potential loss of key employees of the acquired companies. In addition, the technologies and businesses being acquired by Zoom are subject to the significant risks and uncertainties generally applicable to modem and data communications products, including rapid technological change and intense competition, uncertainty of new product development, uncertainty of component availability, early stage of development of certain data communications markets, uncertainty of market growth, as well as other risks set forth in Zoom's filings with the Securities and Exchange Commission. Zoom cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Zoom expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in Zoom's expectations or any change in events, conditions or circumstance on which any such statement is based.

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