Verso Announces Management Changes; Monty Bannerman to Become Chief Executive Officer and Join Board of Directors

Verso Technologies, Inc. (Nasdaq: VRSO), a provider ofpacket-based solutions, announced today that it will promote MontyBannerman, currently Senior Vice President of Strategic Initiatives,to the position of Chief Executive Officer, succeeding Steven Odom whowill remain Chairman of the Board. Bannerman will report to the Boardof Directors, which he will also join. These changes will be effectiveas of October 1, 2005. Juliet Reising, Verso's Chief FinancialOfficer, will resign her board seat to ensure that the majority of theboard is comprised of independent directors. Until October 1, 2005,Bannerman will assume the role of President and Chief OperatingOfficer, which has been held by Lewis Jaffe, who has left the company.

Monty Bannerman joined the company in a sales consulting capacityin September 2004 and became the company's Senior Vice President ofStrategic Initiatives in November 2004. He assumed the responsibilityfor managing the company's sales, marketing and channel distributionefforts in early 2005. Under his leadership, he shifted the company'sfocus to products that offer shorter sales cycles and market segmentswith higher growth potential. Additionally, he was responsible for thesuccessful launch of new products that were introduced in the firstquarter, which the company believes will provide future high growthopportunities. The processes and procedures that Bannerman implementedhave not only resulted in improved and more accurate forecasting, buthave provided the company with improved visibility on productenhancements which should result in additional growth for Verso. Hissuccess is evidenced by the recently announced quarterly results,which reflected a revenue increase of 29% over the first quarter of2005 and the second quarter of last year and in the company'sexpectations for consecutive growth in the next two quarters.

Steve Odom has served as the company's Chairman and ChiefExecutive Officer since 2000. In addition to the normal corporategovernance duties of Chairman of the Board, Odom will continue toprovide vision for the company and will focus his efforts on strategicplanning, mergers and acquisitions, strategic relationships andpartnerships, as well as high level customer contacts.

"We are very pleased that Monty Bannerman has agreed to accept theChief Executive Officer role," commented Steve Odom, Chairman andChief Executive Officer. "In addition to his sales and marketingresponsibilities, Monty has had a significant impact on all aspects ofVerso's operations since he joined the company. Over the last tenmonths, he has proven his value to the company by revamping the salesforce, redirecting our marketing efforts and providing leadership insetting our technology direction. I believe that Monty's proven trackrecord and leadership capabilities speak for themselves and as ChiefExecutive Officer, he will be successful in leading our company'sefforts to focus on profitability through revenue growth."

With over 25 years of industry experience, Bannerman hasexperience in nearly all sectors of the telecommunications industryand was engaged in the early introduction of digital and Internettechnologies and services throughout the world. He has extensiveexperience in the areas of strategic planning, business development,as well as sales and marketing, engineering, systems development andnetwork operations.

Before joining Verso, Bannerman served as Terremark Worldwide'sChief Technical Officer in 2000, where he led the teams responsiblefor the design, implementation and operation of the Network AccessPoint (NAP) of the Americas, the fifth tier-one NAP in the world. TheNAP is home to over 165 of the worlds' largest carriers and many USgovernment entities and is one of the primary interconnection andpeering facilities in the United States. He was also instrumental inraising capital for the company.

Prior to that, in 1996, Bannerman founded IXS.NET, which developedand deployed one of the first integrated VOIP network platforms inAsia providing services in China, Taiwan and Hong Kong. He hadpreviously founded DSP.NET in 1993, one of the first commercial ISPsin northern California.

From 1983 to 1993 Bannerman served as Vice President at BellCanada International, to assist Nortel Networks in the globalintroduction and market development of Nortel's new DMS digitalcentral office switching and SL-10 packet network products. Prior tothat, Bannerman had been with Bell Canada since 1979, where he wasinvolved in the introduction of the first digital switching and packetnetwork systems to national and international corporations.

In connection with Bannerman's appointment and as an inducementfor him to serve as the company's Chief Executive Officer, thecompany's independent compensation committee approved granting himten-year non-qualified options to purchase 500,000 shares of thecompany's common stock at $.50 per share, with 250,000 of theseoptions vesting immediately, and 250,000 vesting over four years. Thecompany also plans to grant him ten-year non-qualified options topurchase 250,000 shares at the higher of $1.25 per share or marketprice, vesting over four years, on January 2, 2006. Bannerman hadreceived options to purchase 250,000 shares at $.69 per share when hewas hired in November 2004, bringing his package to 1,000,000 optionsin total.

Conference Call - Today at 5 pm Eastern

In conjunction with today's announcement, Verso will hold aconference call at 5 pm Eastern time today. The call in number for theconference call is (800) 553-0349 in the United States and (612)332-1213 for international callers. The passcode to access the call is791816. In addition, a live webcast of the conference call will beavailable, which can be accessed through the investor section of theVerso website, www.verso.com, or at www.streetevents.com. To listen tothe call, please go to the website at least 15 minutes early todownload and install any necessary audio software. For those who areunable to listen to the live broadcast, the webcast will be archivedon the investor section of Verso's website for 30 days. A telephonereplay of the call will be available from 6:45 p.m. EDT on August 1,2005 through 11:59 p.m. on August 15, 2005 at 800.475.6701 fordomestic callers and 320.365.3844 for international callers. Thepasscode is 791816.

Forward Looking Statements

Certain statements contained in this release that are notstatements of historical facts are "forward-looking statements" withinthe meaning of the Private Securities Litigation Reform Act of 1995.The words - "believe", "expect", "anticipate", "intend", "will", andsimilar expressions are examples of words that identifyforward-looking statements. Forward-looking statements include,without limitation, statements regarding our future financialposition, timing of future orders, business strategy and expected costsavings. These forward-looking statements are based on our currentbeliefs, as well as assumptions we have made based upon informationcurrently available to us. These forward-looking statements may beaffected by the risks and uncertainties in our business and arequalified in their entirety by the cautionary statements and riskfactor disclosure contained in our filings with the Securities andExchange Commission, including our annual report on Form 10-K for theyear ended December 31, 2004. We do not assume, and expresslydisclaim, any obligation to update these forward-looking statements.

About Verso Technologies

Verso is a leading provider of next generation communicationsolutions for carriers and service providers that want to lower theircommunication infrastructure costs and enhance service capabilitieswithout sacrificing reliability, scalability and quality of service.With an extensive solutions portfolio that extends from the core tothe edge of a network, Verso enables customers to leverage legacytechnology investments towards converged networks that are faster andmore cost-effective to deploy and easier and more flexible to manage.Verso solutions are currently deployed in thousands of customernetworks in over 120 countries. For more information, contact Verso atwww.verso.com or call 678.589.3500.