Prosoft and Trinity Learning Announce Termination of Merger Agreement

Prosoft and Trinity Learning Announce Termination of Merger
Agreement 


BERKELEY, Calif., July 23  /PRNewswire-FirstCall/ -- ProsoftTraining
(NASDAQ:POSO) and Trinity Learning Corporation (OTC:TTYL) (BULLETIN BOARD:
TTYL)  today announced they have agreed to terminate the merger agreement
between the companies. Prosoft will also withdraw the Registration Statement on
Form S-4, which it had recently filed with the Securities Exchange Commission
in anticipation of the transaction. Additional details were not disclosed.

"Despite the substantial efforts by both companies to structure a successful
transaction, the challenges to completing the merger ultimately could not be
overcome. Given the continuing changes in the market and our other business
opportunities, Prosoft's board of directors has determined that the company's
shareholders are better served by remaining an independent entity at this
time," stated Robert Gwin, chairman and CEO of Prosoft.

Douglas Cole, CEO of Trinity Learning, added, "Our board of directors concurs
with this decision, despite best efforts by both companies to close the
proposed transaction.  Trinity Learning will continue our strategy to grow
through acquisitions, business development and strategic alliances.  I believe
that Prosoft and Trinity Learning will continue to explore other ways to
collaborate even though the merger agreement has been terminated."

About Trinity Learning Corporation

Trinity Learning Corporation, a publicly held Utah corporation, is a global
learning company specializing in technology-enabled training, education, and
certification services for major customers in multiple global industries. 
Trinity Learning is achieving market presence in geographic markets worldwide
by acquiring and integrating companies providing innovative workplace learning
solutions in targeted regions and industry segments. During 2003, Trinity
Learning acquired control of four operating companies located in the United
States, Australia and South Africa, each serving unique segments of the global
learning market. Trinity Learning intends to increase market penetration and
the breadth and depth of its products and services through additional
acquisitions, licensing, strategic alliances, internal business development,
and the expansion of sales offices around the world.  For more information,
visit http://www.trinitylearning.com/.

FORWARD LOOKING STATEMENTS -- DISCLAIMER -- RISKS

This press release contains forward-looking statements, including statements
about the expected growth and development of Trinity Learning's and
ProsoftTraining's business and the combined company's future financial and
operating results, the timing, effects and any synergies that may result from
the proposed merger. Statements herein which are not statements of historical
fact are forward-looking statements within the meaning of the Safe Harbor
Provision of the Private Securities Litigation Reform Act of 1995.  Such
statements are based on the current expectations and beliefs of the management
of Trinity Learning Corporation and are subject to a number of factors and
uncertainties that could cause actual results to differ materially from those
described in the forward-looking statements including, without limitation, the
ability of the company to sustain customer interest in its core products. For a
more detailed discussion of risk factors that affect our operating results,
please refer to our SEC reports including our most recent reports on Form
10-KSB and Form 10-QSB. 

DATASOURCE: Trinity Learning Corporation



CONTACT:  Douglas Cole, CEO, Trinity Learning Corporation,

[phone]



Web site:  http://www.trinitycompanies.com/ 

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