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Press Release

Zhone's iMARC Products Sold to Verso

Oakland, CA — January 4, 2007 — Zhone Technologies, Inc. (Nasdaq: ZHNE), a global provider of advanced communications equipment and a leader in VoIP, IPTV and Ethernet over both copper and fiber access lines, today announced that Zhone has sold its iMARC products, a part of its legacy product portfolio, to Verso Technologies, Inc. as of December 29, 2006.

Mory Ejabat, Chairman and CEO of Zhone, said, "We are pleased that Verso has chosen to include the iMARC products in its family of telecommunications products. With this transaction, our customers benefit from continued sales of these products as well as from Verso’s experience in servicing these types of products."

The iMARC products are a family of frame relay, ATM and IP service units, in-line monitors and branch office routers. These products provide intelligent demarcation between service provider and end-user networks in a completely standards-based solution.

Under the terms of this agreement, Zhone will receive $2.5 million in exchange for the iMARC business, equipment and liabilities associated with the business plus additional consideration for the value of inventory remaining at the end of six months. Zhone will also continue to manufacture the products and provide certain other services for Verso for a period of up to six months enabling Verso to make a smooth customer transition.

About Zhone Technologies, Inc.

Zhone Technologies, Inc. (NASDAQ: ZHNE) is a global provider of advanced communications equipment to more than 600 operators in both emerging and established markets. Zhone’s market-leading Broadband Loop Carrier equipment enables operators to rapidly deploy revenue-generating access services using their existing infrastructure, while providing a migration path to a cost-efficient, all-IP access network. The company’s products address a broad range of applications including residential and business broadband, VoIP, IPTV, and Ethernet over both copper and fiber access lines.

Zhone's advanced networking solutions include the Single Line Multi-Service architecture (SLMS™), Multi-Access Line Concentrator (MALC™), Raptor™ ATM/IP DSLAMs, Zhone Residential Gateways (ZRG™), GigaMux™ Optical Transport Systems and Zhone Management System (ZMS™). For more information, please visit www.zhone.com.

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Zhone's Single Line Multi-Service architecture (SLMS™), allows carriers to concurrently deliver voice, new premium data and video services over copper or fiber access lines.
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