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ON Technology Signs Private Placement

Investor Agrees to buy $5 Million of Common Stock at Market

Waltham, MA, October 25, 2001 - ON Technology Corporation (Nasdaq:ONTC), a leading provider of remote software and content management solutions, announced today that it has executed, subject to customary closing obligations, a $5 million private equity investment with the New York-based Special Situations Funds. The Company agreed to sell 6,024,096 shares of common stock in the transaction, at a price of $0.83 per share, which was the closing price of the Company's common stock on October 23, 2001. The shares represent approximately 28 percent of the total issued and outstanding common shares of 21,422,800.

Chairman, President & CEO Robert Doretti commented, "ON Technology has scored some impressive 'wins' with customers over the past several months, and we believe that our capabilities in remote software delivery, lifecycle management, and disaster recovery will lead to strong growth in the quarters upcoming. The vote of confidence represented by this new infusion of capital is important to us, since we believe that we will be crossing over into profitability in the very near future."

Doretti added, "The Company intends to use the proceeds from the private placement, along with its existing cash balance of approximately $6.5 million, for general corporate purposes, including the support of marketing, distribution, product introductions, and to support growth in receivables as sales escalate."

A registration statement relating to these securities will be filed with the Securities and Exchange Commission. Any offering under the resale registration statement will be made only by a prospectus.

About ON Technology Corporation
ON Technology empowers IT organizations and service providers to manage the full lifecycle of their computing systems over large-scale corporate networks. Our solutions are used to rapidly and reliably deploy critical applications, operating systems, and content to desktops, mobile PCs, handhelds, servers, retail point-of-sale (POS) terminals and banking workstations. Our customers leverage our solutions to significantly reduce IT costs, improve availability and reliability of business-critical applications, and enhance both IT and end-user productivity. ON’s management solution has been chosen by more than 1,000 enterprises worldwide to manage in excess of 1.2 million networked computer systems. For more information visit ON Technology’s Web site at or call 800-767-6638.


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ON Technology, ON Command, and ON Command CCM are registered trademarks, and the ON logo and ON iCommand are trademarks of ON Technology Corporation. Microsoft and Windows are either registered trademarks or trademarks of Microsoft Corporation in the United States and other countries. All other brand names and trademarks are properties of their respective owners.

The statements in this press release that relate to ON Technology’s future plans, events and performance 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 forward-looking statements involve a number of risks and uncertainties. Some of the important factors that could cause actual results to differ materially from those indicated by the forward-looking statements are general economic conditions, including the current weakness in the global economy, demand for the Company’s products and services, performance of the Company’s direct and indirect distribution channels, competitive pressures, market acceptance of the Company’s new products and technologies, and the risk factors detailed from time to time in ON Technology’s periodic reports filed with the Securities and Exchange Commission, including without limitation the Company’s Quarterly Report on Form 10-Q for the third quarter of 2003 filed in November 2003. Actual results and performance may differ materially due to these and other factors. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this press release. ON Technology undertakes no obligation to release publicly any updates or revisions to any forward-looking statements contained in this press release that may reflect events or circumstances occurring after the date of this press release.

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