USA Technologies and ZiLOG Combine Forces For a 5-Year Strategic Alliance; USA Technologies Chooses ZiLOG's eZ80 Microprocessor Solution.

Business Editors/High-Tech Writers

WAYNE, Pa. & SAN JOSE, Calif.--(BUSINESS WIRE)--Oct. 16, 2002

USA Technologies, Inc. (OTCBB:USTT), makers of the e-Port(TM) wireless, cashless transaction solutions, and ZiLOG, Inc. (OTC:ZILG), a leader in the microprocessor market, have combined resources to co-market and co-develop a joint product that will integrate the e-Port's wireless transaction processing and monitoring capabilities with ZiLOG's Internet ready eZ80(TM) microprocessor.

The new joint product will integrate the e-Port's wireless transaction processing and monitoring capabilities with ZiLOG's eZ80 microprocessor. The "e-Port(TM) on a chip" will reduce the cost of implementing the e-Port(TM) cashless payment solution in vending and point-of-sale machines, and make it available to millions of consumers worldwide.

The companies began joint development of the combined product earlier this summer and it is scheduled to be available on the market in the first quarter of 2003.

"This is a giant milestone for USA Technologies and paves the way for mass implementation of global retail point-of-sale and vending transaction services to millions of customers," said George R. Jensen, Chairman and CEO, USA Technologies. "Our alliance with ZiLOG is critical to our goal to dominate the wireless, cashless transaction processing market -- combining our e-Port technology with ZiLOG's eZ80 microprocessor enables easy, cost-effective, direct connections to networks to deliver a unique solution that enables a whole new range of product services and applications. Among the customers who will realize the benefit of the new product include Dr Pepper, Sony, Kodak, Kraft Foods, Marriott and others."

"Our eZ80 microprocessor is optimized for their industry and leverages the existing infrastructure of the Internet (i.e. Internet protocols, software tools, and browsers) to create a powerful tool," said Michael Burger, President of ZiLOG, Inc. "Together, we have the potential to strategically expand into other application areas such as networking distributed assets, M2M, M2B, pervasive computing and other innovative distributed applications."

Customers from both companies can expect enormous benefits from the combination of the eZ80 microprocessor and USA Technologies' e-Port cashless transaction software and turnkey network and financial services. By offering the e-Port technology on a ZiLOG(R) microprocessor, both companies are forecasting a dramatic reduction in the cost of implementing the e-Port technology.

Both companies are also developing reference designs and development kits that will be available for manufacturers to easily incorporate network ready devices into their own appliances. These appliances will be able to utilize various networks, including USA Technologies' network, for transaction processing and monitoring of these appliances.

Under the agreement, ZiLOG will make the eZ80 family of microprocessors and related POS reference designs available to its customers, which include leaders in retail point-of-sale, targeting shipments of millions of chips per year. USA Technologies will offer the e-Port(TM) solution to its prime markets, including the vending and office equipment markets, targeting shipments of hundreds of thousands of units per year. In most cases, customers in each of these industries utilizing the combined ZiLOG and USA Technologies product will tap into the turnkey network and financial services of USA Technologies, generating increasing recurring revenues from these service fees in retail, vending and office products markets.

ZiLOG's eZ80 microprocessor is the first in a family of high-performance processors that provide a complete Internet development environment: evaluation board, emulator, integrated development environment, and a full-featured embedded Internet protocol suite.

The eZ80 microprocessor, including its Embedded Software Suite, is designed to perform the complicated functions required by industrial control, factory automation, building and facility management, remote monitoring and control, security, online information kiosks, vending machines, home and office automation, and Internet and digital appliances. The suite enables users to remotely manage, control, diagnose and reconfigure products from any point of Internet access.

About ZiLOG

ZiLOG, Inc. designs, manufactures and markets semiconductors for the communications and embedded control markets, providing leading connectivity, and consumer and industrial control solutions. Headquartered in San Jose, Calif., ZiLOG employs approximately 830 people worldwide. ZiLOG maintains design centers in San Jose, Calif.; Ft. Worth, Texas; Nampa, Idaho; Seattle, Wash.; and Bangalore, India; manufacturing in Nampa; and test operations in Manila, Philippines. www.zilog.com

About USA Technologies

USA Technologies is recognized as a leader in unattended cashless and m-commerce transactions, associated financial/network services and interactive media technology. USA Technologies provides networked credit card and other cashless/mobile commerce systems. USA Technologies is an IBM Business Partner and an inaugural member of the Sprint Enabling Application Service Provider Program for e-commerce. The Company has marketing agreements with the IBM Corporation and Mars Electronics International. It has also established partnerships with a number of global IT, multimedia, and telecommunications companies including Marconi Online Systems, RadiSys Corporation, DoubleClick Inc., and Xerox Corporation. Visit the USA Technologies home page at www.usatech.com.

Statement under the Private Securities Litigation Reform Act:

Some statements contained in this press release that are not historical facts may be forward-looking statements subject to risks and uncertainties that could cause our actual results and financial position to differ materially from these statements. These forward looking statements are identified by terms and phrases such as "anticipates," "believes," "intends," "expects" and similar expressions and include the ability to successfully complete the joint offering, success of the relationship, and the expected benefits of the product to the customers. Our actual results could vary materially from the results projected by these forward-looking statements based on a variety of factors including, but not limited to, the possibility that the relationship will not be successful, product acceptance, the ability to continually obtain increased orders of its products, the ability to meet installation goals, economic, competitive, governmental impacts, whether its pending patents will be granted or defendable, validity of intellectual property and patents of USA Technologies, the ability of USA Technologies to commercialize its developmental products, technological and/or other factors, which could cause actual results or revenues to differ materially from those contemplated by these statements. These statements are based on current expectations but are also inherently subject to business uncertainties and contingencies beyond the control of the companies. Readers are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof. The companies expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any statements to reflect any change in the companies' expectations or any change of events, conditions or circumstances on which any such statement is based.

Note to Editors: ZiLOG, Inc. and USA Technologies ZiLOG and eZ80 are registered trademarks or trademarks of ZiLOG, Inc. in the United States and/or in other countries. All other product and or service names mentioned herein may be trademarks of the companies with which they are associated.