SEVERANCE AGREEMENT


THIS SEVERANCE  AGREEMENT (this  "Agreement") is made and entered into this 28th
day of June,  2001 (the  "Effective  Date"),  by and between  Westell,  Inc., an
Illinois corporation (the "Company"), and E. Van Cullens (the "Executive").


                            ARTICLE 1. DEFINED TERMS

         For the purposes of this Agreement,  the following terms shall have the
following assigned meanings:

         "Board"           -    means the board of directors of the Company.

         "Business"        -    means means the design, development, manufacture
                                and sale of DSL modem,  broadband  products  and
                                telco access  products  and related  services of
                                the   Company,   the   Parent   and  its   other
                                subsidaries as they exist or are being developed
                                on the date hereof, extensions of those products
                                and services during  Executive's  employment and
                                new  products  and  services   commenced  or  in
                                development  during his  employment  (except for
                                the  teleconferencing   business  of  Conference
                                Plus, Inc.).



         "Cause"           -    means  termination of Executive's  employment by
                                the  Company   because  of:  (i)  the  continued
                                failure of the  Executive to comply timely (when
                                action  is  required  in  the  interest  of  the
                                Westell  Companies or their  commitments),  with
                                specific  directions  of the Board  after a cure
                                period  determined by the Board, as communicated
                                in  a   written   notice   from  the   Board  or
                                appropriate  senior officer,  which notifies him
                                of the specific failure to comply; or the taking
                                of any action contrary to specific  direction of
                                the  Board,  or  (ii)  failure  to  comply  with
                                written   policies  of  the  Company   regarding
                                expenditure authority or otherwise,  or iii) the
                                engaging by the  Executive in willful,  reckless
                                or grossly  negligent  misconduct  which, in the
                                good  faith   determination  of  the  Board,  is
                                materially  injurious to the Westell  Companies,
                                their clients or their  reputations,  monetarily
                                or  otherwise,  or (iv) the aiding or abetting a
                                competitor  or other breach by the  Executive of
                                his fiduciary duty of loyalty to the Company; or
                                (v) a  breach  (other  than  an  immaterial


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<PAGE>

                                and  inadvertent  breach)  by  Executive  of his
                                obligations of  confidentiality or nondisclosure
                                or (if applicable) any breach of his obligations
                                of noncompetition or  nonsolicitation  under any
                                written  agreement in effect  between  Executive
                                and the Westell Companies;  or (vi) unlawful use
                                or  possession of illegal drugs on the Company's
                                premises;  or (vii)  conviction  of Executive or
                                pleading  guilty or no  contest to any felony or
                                crime involving moral turpitude.

         "Company"         -    means,  subject to  section  4.2,  (i)  Westell,
                                Inc., an Illinois corporation,  (ii) any parent,
                                subsidiary  or sister  company of Westell,  Inc.
                                that employs Executive during the Term and (iii)
                                any  purchaser  of the  business  and  assets of
                                Westell,  Inc.,  or such  subsidiary  or  sister
                                company,  that  assumes the  obligations  of the
                                "Company" under this Agreement.

         "Disability"      -    means a  disability  that entitles  Executive to
                                benefits   under   the   Company's   long   term
                                disability   insurance   plan,  but  only  after
                                expiration of all waiting periods.


         "Entity"          -    means  any  business,   whether  a  corporation,
                                partnership,   sole   proprietorship,    limited
                                liability   company,   joint  venture  or  other
                                entity.

         "Good Reason"     -    means:

                           (i)      without the  Executive's  written  approval,
                                    the  Company  reduces the  Executive's  base
                                    salary (as it may be increased  from time to
                                    time),   unless   such   reduction   is   in
                                    connection  with  a  change  in  the  salary
                                    structure  commensurate,  in the good  faith
                                    determination of the Board,  with changes in
                                    salary for other  executives  of the Company
                                    generally (but, if occurring after a sale or
                                    merger  of the  Company  to or with  another
                                    entity or, if occurring after  employment of
                                    Executive by an entity  which has  purchased
                                    Company assets, only if commensurate, in the
                                    good  faith  determination  of the  board of
                                    such  entity,  with  changes  in salary  for
                                    other executives of such entity; or

                           (ii)     without the  Executive's  written  approval,
                                    the Company  makes a material  reduction  in
                                    Executive's   responsibilities   listed   on
                                    Exhibit





                                      -2-
<PAGE>

                                    A hereto (which   shall  not necessarily  be
                                    indicated by a change  in title); or

                           (iii)    without the  Executive's  written  approval,
                                    the  Company  makes a change in  Executive's
                                    principal  place of  employment of more than
                                    35  miles  farther  from   Executive's  then
                                    principal residence.

         "Participate In"  -    means  the  having  of any  direct  or  indirect
                                interest  in any  Entity,  whether as a partner,
                                shareholder,  member, operator, sole proprietor,
                                agent,  representative,  independent contractor,
                                consultant,    franchiser,   franchisee,   joint
                                venturer,  owner or otherwise,  or the rendering
                                of any direct or indirect  service or assistance
                                to any Entity  (whether as a director,  officer,
                                manager, supervisor, employee, agent, consultant
                                or   otherwise);    provided   that   the   term
                                "Participate  In"  shall  not  include  the mere
                                ownership  of  less  than 5% of the  stock  of a
                                publicly-held  corporation whose stock is traded
                                on a  national  securities  exchange  or in  the
                                over-the-counter market.

         "Restricted Period" -  means the period  commencing  on the date of any
                                termination of Executive's  employment  with the
                                Company and expiring 24 months thereafter.

         "Severance Pay"   -    means payment at the rate of $300,000 per annum,
                                payable  in  installments  over  the  two  years
                                following  termination at the times  Executive's
                                base salary would have been paid if  Executive's
                                employment had not terminated.

         "Term"            -    means the  period  commencing  on the  Effective
                                Date and expiring two years thereafter.

         "Termination Notice"   means a written  notice which shall indicate the
                                specific   termination    provisions   of   this
                                Agreement  upon  which  the  Company  relies  in
                                effecting such termination. For purposes of this
                                Agreement,  no such purported termination by the
                                Company shall be effective  without  Termination
                                Notice.

          "Westell Companies"   means  Westell  Technologies,  Inc.,  all of its
                                subsidiary companies, and any of them.

                            ARTICLE 2. SEVERANCE PAY


                                      -3-
<PAGE>

2.1  Termination  with  Severance  Pay.  The Company  may at any time  terminate
Executive's  employment  without cause or reason,  by delivery to Executive of a
Termination  Notice.  Subject to section 2.3,  and provided  Executive is not in
breach of any of his  obligations  hereunder,  Executive  shall be  entitled  to
Severance Pay upon  execution of a general  release of the Westell  Companies in
the form of Exhibit B hereto,  if, during the Term,  (i) the Company  terminates
Executive's  employment without Cause or (ii) the Executive resigns his position
for Good Reason.  The  Executive's  employment  shall not be deemed to have been
terminated  if, in  connection  with a sale of  assets  and/or  business  of the
Company,  the Executive is offered  employment by the purchaser for at the least
the same equivalent  total cash  compensation  (base salary plus cash short term
incentives)  which  does not  require  (without  Executive's  written  approval)
changes  described in clauses (ii) or (iii) of the definition of "Good Reason, "
including  but not  limited  to any  subordination  of his  duties  set forth on
Exhibit A.  Notwithstanding  the foregoing,  unless such  purchaser  assumes the
Company's  obligations under this Agreement,  the Company shall remain liable to
Executive for Severance  Pay upon a subsequent  termination  of the Executive in
accordance with this section 2.1, within 12 months following the sale.

2.2 Termination without Severance Pay. The Company may at any time terminate the
Executive for Cause,  effective  upon delivery to the Executive of a Termination
Notice.  Executive shall not be entitled to Severance Pay if the Executive dies,
resigns his  position  for other than Good  Reason,  does not accept  employment
described in the third  sentence of Section 2.1, or is terminated by the Company
for Cause or at a time that there exists Disability.  Subject to applicable law,
the Company may terminate the Executive for Disability at any time if, within 30
calendar days after the Company delivers a Termination  Notice to the Executive,
the Executive has not returned to the full-time  performance of the  Executive's
essential duties.  Notwithstanding the foregoing,  if the Company terminates the
Executive at a time that there exists  Disability,  the Company may, in its sole
discretion, elect to pay Severance Pay to the Executive, in which case Executive
shall be bound by section 3.2.

2.3  Forfeiture  of  Severance  Pay. If Executive  shall  breach  (other than an
immaterial  and   inadvertent   breach)  any   obligation  of   confidentiality,
nondisclosure,  noncompetition or nonsolicitation under any written agreement in
effect  between  Executive  and the Westell  Companies,  then in addition to any
rights the Westell  Companies  have under those  agreements to enjoin action and
recover  damages,  the Company shall be released from any further  obligation to
pay Severance Pay to the Executive.

2.4. Accord, Satisfaction, Settlement and Release. Executive agrees, for himself
and for  Executive's  personal and legal  representatives,  assigns,  executors,
administrators,  successors,  heirs,  distributees,  devisees and legatees, that
payment by the Company of Severance Pay to the extent required by this Agreement
shall constitute a full, final and complete accord, satisfaction, settlement and
release of any and all claims  and/or suits  against,  and  liabilities  of, the
Westell  Companies,  whether  existing as of the  Effective  Date, or thereafter
arising,  that  any of  the



                                      -4-
<PAGE>

foregoing  persons may have in connection with  Executive's  employment with the
Westell Companies.

2.5 No Obligation to Seek Further Employment. Executive shall not be required to
seek  other  employment  in order  to be  entitled  to  Severance  Payments.  In
addition,  the securing of other  employment (so long as not in violation of his
Article 3 covenants) shall not waive his rights to Severance Payments, nor shall
the  amount of any  Severance  Payment  provided  hereunder  be  reduced  by any
compensation  earned by the  Executive by virtue of other  employment  after the
date of termination of Executive's employment with the Company.


2.6 Effect on Other Contractual  Rights.  The provisions of this Agreement,  and
any payment provided hereunder,  shall not reduce any amounts otherwise payable,
or in any way diminish  Executive's  existing rights to COBRA benefits or vested
benefits under retirement plans of the Westell  Companies,  but except for stock
option  matters,  are  provided  in lieu of any other  termination  benefits  or
severance  payment  obligations  under any  policy or  practice  of the  Westell
Companies now or hereafter in effect.

                         ARTICLE 3. EXECUTIVE COVENANTS

3.1  Confidential  Information.  Executive  acknowledges  that the  information,
observations and data obtained by him during the course of his employment by the
Company  concerning  the  Business  and  affairs of the Westell  Companies  (the
"Westell  Company  Information")  are  confidential  and are the property of the
Westell  Companies.  Executive  hereby  agrees that he shall not disclose to any
unauthorized  person or use for his own  account or for the account of any third
party any Westell Company  Information  without the Company's  written  consent,
unless and then only to the  extent  the  Westell  Company  Information  becomes
generally known to and available for use by the public other than as a result of
Executive's  acts or failure  to act.  Executive  shall use his best  efforts to
prevent the unauthorized misuse, espionage, loss or theft of the Westell Company
Information.  Executive  further  agrees  to  deliver  to  the  Company  at  the
termination of his  employment,  or at any other time the Company may request in
writing, all memoranda,  notes, plans, records, reports and other documents (and
copies thereof) relating to the Business of the Westell Companies that Executive
may then possess or have under his control.

3.2 No Competition.  If following termination of Executive's employment with the
Company,  Executive is entitled to receive,  or in connection with a Disability,
the Company elects to pay, Severance Pay and provide Severance Benefits, then in
consideration  for the Severance Pay and Severance  Benefits,  Executive  agrees
that during the Restricted Period,  Executive shall not, directly or indirectly,
for himself,  or for any Entity,  without the prior written consent of the Board
of Directors of Westell  Technologies,  Inc.  through its Chairman (which may be
given or denied in his sole discretion):


                                      -5-
<PAGE>

         (a)      engage in or Participate In the Business or any other business
                  that directly competes with, or develops or offers products or
                  services directly competitive with the products or services of
                  the  Business,  from Illinois or any state or country in which
                  the Westell  Companies  have  Business or  customers,  or have
                  solicited customers; nor

         (b)      engage in or Participate In the Business or any other business
                  that directly competes with, or develops or offers products or
                  services directly competitive with the products or services of
                  the Business,  from any other  location  throughout the world;
                  nor

         (c)      call  upon,  solicit,  serve,  or  accept  business,  from any
                  customer or  prospective  customer  (wherever  located) of the
                  Westell  Companies  for the  purpose  of selling  products  or
                  services directly competitive with the products or services of
                  the Business; nor

         (d)      interfere  with  any  business  relationship  of  the  Westell
                  Companies,   with  any  of  their   customers  or  prospective
                  customers  or  induce  any  such   customers  or   prospective
                  customers to discontinue or reduce their relationship with the
                  Westell Companies.
                  To the extent that Executive is employed by or consults for an
  entity which is a subsidiary, division or other affiliate of a larger business
  enterprise,  the  determination  as to whether the  employment  violates  this
  Section  3.2 shall be made  solely by  reference  to the  business  activities
  conducted  by the  particular  subsidiary,  division  or  affiliate  by  which
  Executive becomes employed or serves as consultant. This Section 3.2 shall not
  prohibit  Executive  from working as employee or  consultant  for a company or
  entity  which  does not  engage in the  Business  or any other  business  that
  directly  competes with, or develops or offers  products or services  directly
  competitive  with the  products  or  services  of the  Business  but  which is
  affiliated  with an entity or company which does engage in the Business or any
  other business that directly  competes with, or develops or offers products or
  services  directly  competitive with the products or services of the Business,
  so long as the duties of the position  held by Executive do not require him to
  directly  participate  in the  Business or any other  business  that  directly
  competes with, or develops or offers products or services directly competitive
  with the products or services of the Business.

3.3 No  Solicitation.  Whether or not  Executive is entitled to  Severance  Pay,
Executive  shall not,  during the  Restricted  Period:  (i) induce or attempt to
induce any person who is employed by the Westell  Companies  in any  capacity to
leave such  person's  position,  or in any way interfere  with the  relationship
between the Westell  Companies and such person, or (ii) hire directly or through
another  entity,  in any  capacity,  any person who was  employed by the Westell
Companies  within 12 months prior to termination  of  Executive's  employment or
during the  Restricted  Period,  unless



                                      -6-
<PAGE>

and until such  person  has been  separated  from  employment  with the  Westell
Companies for at least six months.

3.5  Inventions.  Any  methodologies,   inventions,  improvements,  discoveries,
processes, programs or systems developed or discovered by the Executive, whether
during working hours or by using the Companies'  facilities,  equipment or trade
secrets,  shall be the sole and exclusive property of the Company. The Executive
shall,  upon  reasonable  request  by the  Company,  execute  and  deliver  such
assignments  and  other  documents  necessary  to vest,  at the  Company's  sole
expense,  all right,  title and interest in any discovery or  development in the
Company.  The Company may,  upon prior notice to the  Executive  and without any
fee, film, videotape,  photograph and record the Executive's voice and likeness,
and may  utilize the  Executive's  name and  likeness,  in  connection  with the
promotion of the Company during employment upon prior notice.  The Company shall
own all  rights  in any  such  film,  videotape,  photograph  or  record  of the
Executive's voice and likeness for such use. The Executive  acknowledges receipt
of the notice  provided by the Company  pursuant to the Employee Patent Act (765
Illinois Compiled Statutes, Act 1060), reproduced here:

                               NOTICE TO EMPLOYEE

This is to notify you that  pursuant to the  Employee  Patent Act (765  Illinois
Compiled  Statutes,  Act 1060),  the provisions of this Agreement  regarding the
assignment of your rights in discoveries and inventions to the Company. DOES NOT
APPLY to an invention  for which no  equipment,  supplies,  facilities  or trade
secret  information of the Company was used and which was developed  entirely on
your own time,  unless (a) the  invention  relates  (i) to the  business  of the
Company or (ii) to the Company's actual or demonstrably  anticipated research or
development,  or (b) the  invention  results  from or is the product of any work
performed  by you for the Company in the scope of your  efforts on behalf of the
Company.

3.5  Reasonable   Scope  and  Duration.   Executive   acknowledges   that  these
restrictions are reasonable in scope, are necessary to protect the trade secrets
and other  confidential  and proprietary  information of the Westell  Companies,
that the benefits  provided  hereunder are full and fair  compensation for these
covenants  and that  these  covenants  do not impair  Executive's  ability to be
employed in other areas of his expertise and experience. Specifically, Executive
acknowledges the reasonableness of the international scope of these covenants by
reason of the  international  customer  base and  prospective  customer base and
activities of the Westell Companies,  the widespread  domestic and international
scope of Executive's  contacts  created  during his employment  with the Westell
Companies, the domestic and international scope of Executive's  responsibilities
with the Westell Companies and his access to marketing strategies of the Westell
Companies.  Notwithstanding  the foregoing,  if any court determines that any of
the terms herein are  unreasonable or  unenforceable,  such court may interpret,
alter, amend or modify any or all of such terms to include as much of the scope,
time period and intent as will render such restrictions enforceable, and then in
such reduced form, enforce such terms.


                                      -7-
<PAGE>

                        ARTICLE 4. ADDITIONAL PROVISIONS

4.1  Equitable  Remedies.  Executive  agrees that any breach or violation of the
covenants  contained  in  Articles 3 of this  Agreement  would cause the Westell
Companies  irreparable  loss  and  damage  for  which  money  damages  would  be
inadequate.  Therefore  the  parties  agree  that in the event of any  breach or
violation or attempted  breach or  violation by the  Executive of the  covenants
contained  in Article 3, the  Westell  Companies  may  enforce the terms of this
Agreement in a suit to enforce the  covenants  contained in Article 3 at equity.
In  connection  therewith,  the  Westell  Companies  may  obtain  a  preliminary
injunction or restraining  order  immediately  upon the commencement of any such
suit to enforce the covenants  contained in Article 3, without notice.  Employee
hereby  waives  any  requirement  or  entitlement  to  demand  that the  Westell
Companies post any bond in connection with such suit.  Employee also agrees that
any action for an injunction or restraining  order shall be without prejudice to
any other  remedy,  cause of action  for money  damages  or  otherwise  that the
Westell Companies may have by reason of breach, violation or attempted breach or
violation of this Agreement by Executive.

4.2  Successors and Assigns.
     ----------------------

         (a) The Westell  Companies may, from time to time, cause a purchaser of
the  business  and assets of the  Company  to assume  and agree to perform  this
Agreement  in the same manner and to the same  extent that the Company  would be
required to perform it if no such  assumption  had taken  place.  In that event,
such  purchaser  shall  become   primarily  liable  to  Executive  for  payments
hereunder,  and the Westell  Companies  shall be  thereafter  released  from any
further obligations under this Agreement.

         (b) This Agreement  shall inure to the benefit of and be enforceable by
the parties and their personal and legal  representatives,  assigns,  executors,
administrators,  successors, heirs, distributees,  devisees and legatees. If the
Executive  should  die while any  amounts  remain  payable  hereunder,  all such
amounts,  unless otherwise provided herein, shall be paid in accordance with the
terms of this Agreement to the Executive's  devisee,  legatee, or other designee
or, if there be no such designee, to the Executive's estate.

4.3 Notice. For purposes of this Agreement, notices and all other communications
provided  for in the  Agreement  shall be in writing and shall be deemed to have
been duly given  when  delivered  or mailed by United  States  registered  mail,
return  receipt  requested  and  postage  prepaid,  addressed,  in the  case  of
Executive,  to his latest address in the Company records, and in the case of the
Company,  to the  Company's  principal  office,  provided that all notice to the
Company shall be directed to the attention of the Board of Directors with a copy
to the  Secretary of the Company,  or to such other  address as either party may
have  furnished  to the other in writing in  accordance  herewith,  except  that
notice of change of address shall be effective only upon receipt.



                                      -8-
<PAGE>

4.4 Waiver,  Amendment and  Integration.  No provision of this  Agreement may be
modified, waived or discharged unless such waiver,  modification or discharge is
agreed to in  writing  signed by the  Executive  and the  Company.  No waiver by
either  party at any time of any  breach  by the other  party of, or  compliance
with, any condition or provision of this Agreement to be performed by such other
party shall be deemed a waiver of similar or dissimilar provisions or conditions
at  the  same  or  at  any  prior  or   subsequent   time.   No   agreements  or
representations,  oral or  otherwise,  express or implied,  with  respect to the
subject  matter  hereof  have been made by either  party which are not set forth
expressly in this Agreement.

4.5  Governing  Law.  This  Agreement  shall be  governed  by and  construed  in
accordance  with the laws of the State of Illinois,  excluding  conflicts of law
principles.

4.6 No  Employment  Contract.  Nothing  in this  Agreement  shall be  deemed  to
constitute a contract or guaranty of employment  or alter the at-will  status of
Executive's employment.

4.7 Validity.  The  invalidity  or  unenforceability  of any  provisions of this
Agreement shall not affect the validity or enforceability of any other provision
of this Agreement, which shall remain in full force and effect.

4.8  Counterparts.  This Agreement may be executed in one or more  counterparts,
each of which shall be deemed to be an original but all of which  together  will
constitute one and the same instrument.

4.9 Interpretation. Except where otherwise set forth to the contrary, references
to Articles,  sections and parties mean  Articles,  sections and parties to this
Agreement; The word "including" means "including without limitation;" The use of
any  pronoun in the  singular or  masculine  form shall be deemed to include the
plural, feminine or neuter forms, as appropriate.

4.10 Tax Effect.  All payments made hereunder  shall be subject to deduction for
applicable withholding.



                                      -9-
<PAGE>


         IN WITNESS WHEREOF,  the parties have executed this Agreement as of the
Effective Date.

WESTELL, INC.                                     EXECUTIVE


-----------------------------------               ------------------------------
By:                                               E. Van Cullens
Title:

                         LIMITED GUARANTY OF PERFORMANCE

         The undersigned  hereby guarantee  performance by Westell,  Inc. of its
payment obligations of Severance Payments under the above Severance Agreement in
accordance with its terms,  provided that the undersigneds'  liability shall not
exceed $300,000 in aggregate.

         The undersigned's  obligations  under the Severance  Agreement shall be
subject to all of the defenses to which Westell, Inc. is entitled, including but
not limited to performance by Executive of the covenants in Article 3.

         The  undersigned  shall be subrogated  to  Executive's  rights  against
Westell,  Inc. with regard to any payments by the  undersigned  pursuant to this
Limited Guaranty.

-----------------------                             -------------------------
Robert C. Penny III                                    Barbara J. Pruitt


ACKNOWLEDGED:

-----------------
E. Van Cullens


Westell, Inc.

By______________


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<PAGE>


EXHIBIT A

         Key responsibilities not subject to material reduction.


1. The senior most  Executive of the Company,  responsible  for  developing  and
executing  strategic  objectives,   policies  and  operating  plans  of  Westell
Technologies, Inc.
2. Provide  leadership  to the entire  Company with overall  responsibility  for
domestic and international  marketing,  sales,  engineering,  production,  human
resources and financial performance.
3.  Represent the Company to its major customers, the telco
community, employees and shareholders.



                                      -11-
<PAGE>




                                                                       EXHIBIT B

                            GENERAL RELEASE AGREEMENT


                  This  General  Release  ("Agreement")  is entered  into by and
between Westell  Technologies,  Inc.. (together with its successors and assigns,
the  "Company") and E. Van Cullen (the  "Executive").  In  consideration  of the
mutual promises set forth below, the Company and Executive agree and covenant as
follows:

                  1. Executive,  hereby resigns from all board seats and officer
positions  with the  Company  and any entity for which he has been so serving at
the Company's request.

                  2.  Executive  hereby  on  behalf of  himself  and his  heirs,
executors,  administrators,  attorneys,  successors and assigns,  hereby resigns
from all board seats and officer  positions  with the Company and any entity for
which  he has been so  serving  at the  Company's  request,  remises,  releases,
forever  discharges  and covenants not to sue the Company,  its  subsidiary  and
affiliated  companies,  and their  current and former  shareholders,  directors,
officers,  attorneys,  agents,  employees,  successors and assigns (the "Company
Released  Parties"),  with  respect to all claims,  suits,  demands,  actions or
causes of action of any kind or nature whatsoever,  whether the underlying facts
are known or unknown,  which  Executive has had or now claims,  pertaining to or
arising out of Executive's  employment by the Company or Executive's  separation
from  employment  with the Company,  whether  under any local,  state or federal
common law, statute,  regulation or ordinance,  including,  without  limitation,
Title VII of the Civil Rights Act of 1964, as amended, the Age Discrimination in
Employment Act, as amended (including the Older Workers Benefit Protection Act),
42 U.S.C.  ss. 1981,  the Civil Rights Act of 1991, the Family and Medical Leave
Act,  the  Americans  with  Disabilities  Act, the  Employee  Retirement  Income
Security  Act,  the Equal Pay Act,  and the  Illinois  Human Rights Act, and any
tort, contract or quasi-contract claims, except as hereinafter stated, or to any
Workers' Compensation Act claim Executive may have.

         Nothing  herein shall however  constitute a release by Executive of his
rights  under  the  Severance  Agreement  dated  June  12,  2001  that  arise in
connection  with  termination  without  Cause or for  Good  Reason  (as  defined
therein), nor shall it release the Company from any indemnification  obligations
it may have under Delaware law or the Company's  certificate of incorporation or
bylaws  with  respect  to  Executive's  role as an officer  or  director  of the
Company, any rights under options that remain exercisable following termination,
nor any vested benefits under Company qualified benefit plans.



                  3. Executive agrees to cooperate fully in any investigation or
other legal  proceeding  relating to the Company with respect to any matter that
arose during his employment



                                      -12-
<PAGE>

with the  Company,  or that may involve  matters  within his  knowledge.  If any
claims are  asserted  by the  Company  or any of the  Company  Released  Parties
against a third  party (or by a third  party  against  the Company or any of the
Company Released Parties) regarding such a matter, Executive agrees to cooperate
fully in the  prosecution or defense of such claim by the Company and any of the
Company Released Parties.

                  4.  Executive  represents  that  Executive  has not  filed any
charges,  suits,  claims or complaints against the Company Released Parties with
respect  to claims  released  under  Section  2, and  agrees not to do so in the
future with respect to any such claims.

                  5. Executive understands and expressly acknowledges that he is
not releasing or waiving any rights or claims that may arise after the date this
Agreement is executed. Executive understands and expressly acknowledges that, in
exchange  for  Executive's  entry into this  Agreement,  Executive  is receiving
consideration  in addition to  anything of value to which  Executive  is already
entitled.

                  6.  Executive   acknowledges  that  the  Company  has  advised
Executive to consult an attorney,  at Executive's expense,  with respect to this
Agreement.  Executive  further  acknowledges  that Executive has twenty-one (21)
days from receipt of this  Agreement  and its waiver and release  provisions  to
accept and sign this  Agreement and that  Executive has seven (7) days to revoke
acceptance of this Agreement and its waiver and release provisions after signing
it.  Notice of such  revocation  shall be provided to the  attention of the vice
president  of Human  Resources  and  otherwise  in  accordance  with the  notice
provisions of the  Severance  Agreement.  Executive  further  acknowledges  that
Executive may waive the  twenty-one day  consideration  period by requesting and
executing  a form for that  purpose.  The  form may be  requested  from the vice
president of Human  Resources.  This Agreement shall not become  effective until
the revocation period has expired.

                  7.  This  Agreement  is  not, and  shall  not  in  any  way be
construed  as, an  admission by the Company  that it has acted  wrongfully  with
respect to Executive.

                  8. Executive acknowledges that he has carefully read and fully
understands all of the provisions of this  Agreement,  and that he is knowingly,
voluntarily and willfully entering into this Agreement.

                  9. Executive  acknowledges  that in executing this  Agreement,
Executive has not relied upon any  representation by the Company that is not set
forth in this Agreement or in the Severance Agreement.

                  13. This Agreement shall be construed and enforced pursuant to
the substantive laws of the State of Illinois.

                  [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]



                                      -13-
<PAGE>



                      PLEASE READ THIS AGREEMENT CAREFULLY
                       IT CONTAINS A RELEASE OF ALL KNOWN
                               AND UNKNOWN CLAIMS

                                                  Westell Technologies, Inc.



                                             By:
-----------------------------------------       --------------------------------
                  Executive

-----------------------------------------       -------------------------------
                  Date                                         Date

-----------------------------------------
         Witness Signature


-----------------------------------------
          Name of Witness (Printed)


-----------------------------------------
          (Street Address)


-----------------------------------------
          (City, State, Zip Code)




                                      -14-