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									                                                The Living Bank International

                                              National Business Plan Competition
                                                 for Non-Profit Organizations
                                                     Executive Summary


         Business Summary:

         The Living Bank International, a 501(c)(3) non-profit organization headquartered in Houston, Texas, is the
         nation’s oldest organ donation advocacy group. It has operated its organ and tissue donor registry since
         1968, and conducts organ donor education and community outreach programs in Texas and several other
         states.

         Need:
         There is a tragic shortage of donated organs in the U.S today. This has led to a United Network for Organ
         Sharing (UNOS) organ recipient waiting list of 83,000 patients, of whom 6,000 die every year, waiting for
         their life-giving kidney, heart, liver, or lung. The American public has shown itself to be willing, and even
         eager, to sign up as organ donors when given the opportunity. The problem has always been translating
         these desires into a legally acceptable format, and storing them on a data base that is readily accessible to
         hospital workers at the moment of death of the donor. Correcting this situation is the mission the Living
         Bank has taken on.

         Strategy:
         The Living Bank’s strategy for significantly increasing organ donations in the U.S. is two-fold. The Living
         Bank will complete its drive to become Texas’ official organ donor registry with enabling state legislation
         in 2005. Working with the Department of Public Safety (Texas’ Department of Motor Vehicles), the Living
         Bank will increase the number of Texans in its data base and gain operating revenues by offering donation
         signup and soliciting donations at the time of driver’s license or car registration renewal. This system
         already is in operation in several other states.

         At the same time it is becoming Texas’ official state registry, the     Key Objectives—FY06
         Living Bank will be offering its organ donor registry services to
         other states. For those states that do not yet have formal donor       6 million-name donor data base
         registries, the Living Bank will consult with organizations in those         6 states interconnected
         states to establish a registry. The Living Bank will then offer to
         conduct data base services for those new registries for a fee. The conversion to a paying basis of the pilot
         projects in Nevada and Tennessee will be examples for this service.

         For states which already have formal registries, the Living Bank will offer to interconnect them with
         registries in Texas and other states through the Living Bank’s web-based interconnection site. This will be a
         transaction fee-based service. Eventually, all states could have formal donor registries (some of which will
         be buying the Living Bank’s data processing services) which would be interconnected through the Living
         Bank. At that point, an organ procurement specialist at any hospital which has a sudden death appropriate
         for donation could instantly access her own state’s data base and check other states’ registries for prior

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         registration. Total donations could increase by 50% in the next six years through successful execution of
         this plan. It is estimated this would have a net present value of $10 billion in saved health care costs and
         increased human productivity. And of course, the value in human lives saved is incalculable.

         Execution:
         The Living Bank is uniquely qualified to successfully implement this business plan.
                 • EXPERIENCE: The Living Bank has been an integral part of the Texas medical
                    community and organ donation system for the last 36 years. The staff of the Living
                    Bank has an accumulated 50 years of experience in running an organ donor registry.
                 • FUNDING: Over the last 10 years, the Living Bank has generated $1.5 million
                    of donations to its operations, and received $1 million of grants from various
                    organizations.
                 • OPERATIONS: The Living Bank has a very efficient organ donor registration data base
                    up and operating and serving two state customers—Nevada and Tennessee. The data
                    base already contains over 2 million entries making the Living Bank registry one of the
                    largest in the nation.

         The State of Texas already has legislation on its books directing the Department of Public Safety to
         coordinate the establishment of an official state donor registry.

         The Living Bank will employ its existing organization structure and staff in executing this strategy.
         Incremental expansions will be necessary in certain key areas. Required expenses over the next three years
         will be on the order of $1.2 million a year. In the next two years, these funds will come from increased
         donations and grants, and judicious sale of stock from the Living Bank’s endowment. In the third year
         (FY06) the Texas State license renewal donations of at least $2 million will cover all expenses.

         Risk and Reward:
         Given the size of funding needed to carry through this strategy, there is considerable risk involved. Detailed
         planning, experienced management, and aggressive and concurrent strategy execution will ameliorate
         these risks as much as possible. It must be remembered, however, that the rewards from the Living Bank’s
         success—saved lives, reduced health care costs, more quality years of life for thousands of disabled—more
         than compensate all involved for the risks borne.
                                                                                                             The Living Bank International
                                                                                                          P.O. Box 6725, Houston, TX 77265 – 1-800-528-2971
                                                                                                                         www.livingbank.org
                                                                                                                     E-mail: info@livingbank.org

                                                                                                                         Uniform Anatomical Gift Act
                                                                                                                  DONOR REGISTRATION FORM
                                                                            Instructions: When this form is completed and mailed to the address below, a donor card will
                                                                            be sent to you to be carried with you at all times. The form and the card are legal documents in all 50 states
                                                                            under the Uniform Anatomical Gift Act and similar laws. You must sign the form and have it witnessed by two persons of legal
                                                                            age. Your next of kin is preferred as a witness, to make sure he/she knows of your decision. If you are under 18, a parent or
                                                                            guardian must sign. Federal law prohibits any payment or charge to you for signing this form, and any payment or charge to
                                                                            you or any other entity for your donated organs.
                                                                                                              PLEASE TYPE OR PRINT. COMPLETE LINES 1 THROUGH 15.

                                                                            1. Social Security #_______________________________                        2. Date of Birth______________________

                                                                            3. Donor’s Full Name: __________________________________ Phone: (                        ) ______________________

                                                                            4. Mailing Address: ____________________________________ E-mail: __________________________

                                                                            5. City: ______________________________ 6. State: _____________ 7. Zip: _____________-_________

                                                                            8. Name of Donor’s Next of Kin: _____________________________ 9. Relationship: ________________

                                                                            10. Full Address: _____________________________________________ Phone: ( ) _________________

                                                                            11. In the hope that I may help others, I hereby make this anatomical gift, if medically acceptable, to
                                                                            take effect upon my death. The words and marks below indicate my desires.

                                                                            I give              Any needed organs and tissues.                       Only the organs and tissues listed below:

                                                                            ________________________________________________________________________________________

                                                                            12. Donor’s Signature: _____________________________________ 13. Date Signed: ________________

                                                                            14. Witnessed: _______________________________________ 15. Witnessed: ______________________

                                                                                                     Critical Facts About Organ and Tissue Donation
                                                                                                     Critical Facts About Organ and Tissue Donation
                                                                                                     Currently, the National Waiting List exceeds 82,000 patients.
                                                                                                   Currently, the National Waiting List exceeds 77,000 patients.
                                                                                                         Every 14 minutes another name is added the list.
                                                                                                       Every 14 minutes another name is added toto the list.
                                                                                                In 1999 6,012 people died because an organ was not available in time.
                                                                                             In 2001, 6439 people died because an organ was not available in time.
                                                                                      Even though 2.1 million died in the U.S. last year, there were only 21,692 organ transplants.
                                                                                                      Each day about 63 people receive an organ transplant,
                                                                                                  16 people on your decision die because Organ/Tissue Donor.
                                                                                     but anotherThank you for the waiting listto become an not enough organs are available.
                                                                                                                Please share this decision with your family.
                                                                                                          Mail Your Completed Donor Registration Form to
                                                                                                                         Return this International
                                                                                                                     The Living Bankpage to:
                                                                                                                     The Living Bank International
                                                                                                                            P.O. Box 6725
                                                                                                                             P.O. Box 6725
                                                                                                                          Houston, TX 77265
                                                                                                                       Houston, TX 77265-6725
                                                                                                                       or FAX to 713-961-0979

                                                                                         Upon receipt your data will be entered in a national database of Organ/Tissue Donors.

                                                                                         To find out how to implement this program in your community, call 800-528-2971.

                                                                            INTERNET FORM


                                                                            INTERNET FORM




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                   “I have actively sought to educate the public on the need for organ donors and to dispel the
                   myths and misconceptions that surround organ donation. But the drive must continue—on
                                            Capitol Hill and throughout the country.”

                                                           Senator Bill Frist, M.D. (R-TN)
                                                                United States Senate
                             (in letter supporting formation of Rotary International’s Share Your Life, a progrm of the Living Bank)




         1. Description of the Living Bank’s Business


         1.1 Business Summary
         The Living Bank International, a 501(c)(3) non-profit organization headquartered in Houston, Texas, is the
         nation’s oldest organ donation advocacy group. It has operated its organ and tissue donor registry since
         1968 and conducts organ donor education and community outreach programs in Texas and several other
         states. In April 2002, the Living Bank established an Internet-based access system to its donor registry,
         available with secure password to organ procurement personnel throughout the United States. The Living
         Bank is the only registry in the country to have registered donors from all 50 states.

         The Living Bank has also assisted Nevada and Tennessee in establishing state organ donor registries and is
         currently providing registry data base operations services to those registries.

         1.2. Vision
         The Living Bank is an organization dedicated to saving lives though organ and tissue donation and
         transplantation. The Living Bank seeks to motivate and facilitate the commitment of enough organ and
         tissue donors so that no one will die or suffer for lack of donation.

         1.3. Mission
         The Living Bank will become Texas’ official state organ donor registry; assist other states in establishing
         and operating state registries; and interconnect all state registries. This will greatly improve and accelerate
         the organ donation consent determination procedure, resulting in significantly more organs successfully
         donated every year.

         1.4. Product Offerings and Customers
         There are presently twenty states with established organ donor registries, financed with donations from
         driver’s license or auto registration renewers, or by state funds. Texas is not one of the twenty states. Since
         none of these state registries are interconnected, organ procurement personnel cannot readily verify out-of-
         state donor consent. Therefore, the Living Bank has two primary customer groups, with different product
         offerings for each:

                    •    Renewers of driver’s licenses and auto registrations in the state of Texas. The Living Bank
                         is advocating the passage of legislation in Texas’ next legislative session (2005) that will
                         designate the Living Bank as the official state registry, and direct that organ donor consents


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                         and dollar donations at time of renewal to the Living Bank. These renewers will be provided
                         education on the benefits of organ donation and how to register, and a secure, accurate, and
                         accessible registry for consents.

                    •    Other States
                        -States without registries. The Living Bank will offer franchise services to these states, much
                        as it has done with Nevada and Tennessee. The Living Bank will consult with the state on
                        how to establish a registry and conduct education programs, and then provide operational data
                        base services on an ongoing shared-cost basis.

                        - States with registries. For states with established registries, the Living Bank will offer a toll-
                        based interconnection service with its growing number of state registry customers to search
                        for out-of-state registrations.

         1.5. Expertise
         The Living Bank’s unique expertise to operate this business successfully lies in the areas of:

                  •     IT Operations. The Living Bank has existing IT infrastructure and systems currently servicing
                        a data base of approximately 2 million donor registrations. The Internet-accessibility feature,
                        unique in the industry, has recently been
                        added. The system has the capability for
                        virtually unlimited growth. The Living
                        Bank staff is highly knowledgable and
                        experienced.

                  •     Education and Community Outreach. The
                        Living Bank has managers and programs
                        in place and operating to educate the public
                        about organ donation and registration,
                        and to encourage people to register for
                        donation. Again, years of experience back
                        up these current programs.

                  •     The trust and respect of the organ transplantation industry. The Living Bank has been an
                        advocate of and educator for organ donation since its inception in 1968. Over the intervening
                        35 years it has established the connections within the transplant community, and the trust and
                        respect to make this business a success.




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                    “Less than 5 percent of people carry a donor card…the family is unaware of the injured
                   person’s preferences…our personnel are at a disadvantage gaining consent…Many hours
                                    and donors are lost in working with grieving families.”

                                                             Samuel L. Holtzman, III
                                              President & CEO, LifeGift Organ Donation Center (OPO)




         2. Industry and Market Analysis

         The Organ Transplantation Industry

         2.1 History
         The organ transplant industry as we know it today—viable organs procured from a brain-dead, non-family
         cadaver and transported to a recipient transplantation center—began in the decade of the 1960s in the United
         States. Understandably, with a procedure this complex, no precise date can be determined. However, the
         development of the immunosuppresent drug azathioprine (AZA), which facilitated the transplantation of
         kidneys from non-related cadavers to recipients, in 1963 is a reasonable start date.

         In 1967 the first heart transplant was performed. This added a second life-giving organ to the transplant
         industry, followed soon after by livers, lungs, pancreas, and others.

         With the passage of state laws equating brain death with death (the heart could still be beating) in the early
         1970s, the viability of procured organs could be ensured over a longer period of time (several hours to two
         days) and procurement in one location for transport to a distant transplant center became possible.

         These laws also allowed donors to sign donor consent forms,                 •   Organ transplantation has
         register as donors, and have that information displayed on                      been saving lives in the U.S.
         their driver’s licenses. Also, a right by hospitals to procure
                                                                                         since the mid-1960s.
         organs from brain-dead accident victims whose next-of-kin
                                                                                     •   Speed in procurement and
         could not be immediately located was obtained. All these
                                                                                         transport is absolutely
         regulations were meant to speed the procurement of organs,
                                                                                         critical to this industry.
         when hours may matter in their viability and use.

         This is because, when brain death occurs, chemical messages are sent to all the organs of the body,
         commencing their deterioration. These signals can be artificially blocked only for a limited period. To be
         useful, the organs must be removed from the body within hours. For the more sensitive organs, it may be as
         little as eight hours before they are deemed non-viable. Transport time is also a critical factor.

         In 1987, the federal government re-authorized the Uniform Anatomical Gift Act, which was meant to
         standardize state laws in the area of organ donation.

         In spite of all this legislative activity, hospitals today, in practice, will not procure organs from a brain-dead
         patient without next-of-kin consent. This is because of presumed liability and humanitarian reasons.


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         With the ability to transplant non-related donor organs and to keep such organs viable outside the body for
         a number of hours, the requirement for a nationwide organ-recipient matching system became paramount.
         The first computerized on-line kidney matching system was inaugurated in 1969. In January 1977, the
         United Network for Organ Sharing (UNOS) was established by the Institute of Public Health Services. Its
                                                     original purpose was to act as an all-organ registry not only for
            • The typical cadaveric donor            past recipients of transplants, but also as a coded and prioritized
                presents in an emergency             national waiting list of patients requiring organs. This was to
                                                     assure equity of availability throughout the states.
                room because of stroke or
                accident.
                                                     In 1986, the Organ Procurement and Transplantation Network
            • Donors of ethnicity other
                                                     (OPTN) was formed as part of UNOS, and all transplant centers
                than white are seriously
                                                     in the country had to join UNOS and abide by its rules, or risk
                underrepresented
                                                     losing their Federal funding.
                compared to the demand
                for their organs.                    2.2 Typical Donor
                                                    The most common donor is a person to whom sudden brain-death
         occurs. “Sudden” because a predictable death suggests a long-term injury or illness which may degrade the
         viability of donatable organs; “brain-death” because this is most likely to leave other organs in donatable
         condition. Logically, then, stroke and blunt head trauma (e.g.,automobile accidents) are the two leading
         causes of death among donors. In 2002, 74% of donor deaths were in these categories: 45% by stroke and
         29% by accidental blunt trauma. These patients, however, represent only 1% of all hospital admissions,
         demonstrating how relatively few donor candidates are available, and how precious each donation is.

         Seventy-four percent of the donors in 2002 were adults in the 18-64 year-old age range. The younger end of
         this range represents accident victims, while
         the older end represents stroke sufferers.
                                                               Ethnicity         Donors 2002 Waiting List
         Almost without exception, donors enter the
         organ transplantation system from hospital               White              72%              50%
         emergency rooms or operating rooms, where
         they have been taken, comatose and possibly              Black              13%              27%
         already brain-dead, from an accident scene or
         with a sudden stroke.                                  Hispanic             12%              15%

         Ethnically, donors do not match the ethnicity             Asian                2%                5%
         of the recipient waiting list. Blacks are
         severely underrepresented, Hispanics and
         Asians less so.

         This is unfortunate, and ultimately deadly, as tissue-matching factors, determined by genetics, are linked
         to race, and become one of the most important matches for successful transplantation.

         2.3 Distribution

         Organs are procured on a regional basis. The country has been divided into territories for 59 Organ
         Procurement Organizations (OPOs). OPOs frequently have staff on-site at larger hospitals. Anytime a
         patient dies in that hospital (1), the OPO is informed, and immediately attempts to establish the decedent’s
         intentions concerning donation, either through a donation registry (2) or from family members. Suitable

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         donors are most often lost at this step, when they have either not pre-registered, or the family members are
         unable or unwilling to give permission. If the deceased is from out-of-state, then both conditions often
         apply. State registries are not interconnected, so pre-registration cannot be determined, and next-of-kin
         cannot be reached in a timely manner.

                                                                                                      If donation intentions
                                              U.S. Organ Procurement Schematic                        can be positively
                                                                                                      determined, then the
                          Victim/Donor                                                   UNOS/OPTN    OPO staff access the
                          1                                                                           national    transplant
                                                                 3 (data links)                       waiting    list     and
                                    Hospital                                                          transmit     matching
                                                                                                      factor data (3) to
                                    OPO                                                               obtain the prioritized
                                                                                                      list    of    potential
                                                                                                      recipients. This list
                                                                                                      depends not only on
               2 (data links)                          5 (physical                    Recipient       matching        factors,
                                                         transport)                                   but also geographic
                                                                                  Transplant Center
                                                                                                      proximity of the
                                                                                                      potential    recipient,
                                                                                                      length of time on
                       Registry                   4 (phonecon)                                        the waiting list, and
                                                                                                      severity of organ
                                                                                                      failure.

         The OPO then confers by phone with the potential receiving hospitals, for each organ donated, to determine
         earliest transport time and other relevant conditions (4). Only when the priority recipient is determined and
         the receiving transplant center prepared are the donated organs surgically removed and transported (5).

         The current shortcomings of this organ procurement system are:

                              1) If a patient/potential donor has not signed a consent form, or that consent form has
                                 not been entered into an easily accessible data base registry, the OPO has no proof
                                 of intent to show the next-of-kin. Without this proof, the possibility of gaining
                                 next-of-kin consent drops dramatically.
                                 Few hospitals, if any, will procure organs         • A regional system of organ
                                 without next-of-kin consent.                           procurement organizations
                                                                                        (OPOs) has been established,
                              2) Without proof of donor consent,                        while a national waiting list
                                 persuading the next-of-kin to give their               of transplantation (UNOS/
                                 consent becomes a long and traumatic                   OPTN) exists.
                                 experience. Persuading family members              • The procurement system
                                 can take many hours or even a day or more.             breaks down when prior
                                 Not only does this degrade the viability of            donor registration has not
                                 organs, but the host hospital becomes less             been obtained or proof is not
                                 cooperative, as they are tying up a valuable           available, or when a donor
                                 critical care bed during this period without           dies out-of-state.
                                 the prospect of financial reimbursement.


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                             3) If the OPO has no proof of prior consent when the brain death notification comes
                                into the call center, OPO staff may not travel to the more distant hospitals in their
                                territory to persuade next of kin to give consent. These usually fruitless trips are
                                very inefficient. Therefore, donations tend to be concentrated in a few hospitals in
                                the major metropolitan area of an OPO’s territory.

                             4) When a patient/potential donor dies out-of state, there is no way to obtain proof of
                                consent, or even whether that patient is registered in his home state.

                                                              2.4 Size

                                                              The demand for donated organs, characterized by UNOS’s
                                                              waiting list, has been growing steadily. Since 1998, the
                                                              waiting list has been growing at over 6% a year, and stands
                                                              at 83,000 candidates as of November 2003. Sixty-eight per
                                                              cent of those on the list are kidney candidates; 21% are liver
                                                              candidates.

                                                              Tragically, the number of transplants is not keeping pace with
                                                              demand. This is because the number of donors is only slowly


         growing. Since 1998, donors and transplantations
         have grown less than 2% a year.

         This differential growth rate between demand and
         supply has led to a “gap” in organ transplantation.
         The “gap” is a major cause of 6,000 candidates a year
         dying while on UNOS’s waiting list.

         Any improvement in the organ procurement process
         will narrow this deadly “gap.”

         2.5 Procurement System Improvements

         The moment of truth in organ procurement occurs in the intensive care waiting room of a hospital. There, the
         next-of-kin of the recently deceased have gathered and have just been informed by the attending physician
         that their loved one has suffered brain death. At this moment of maximum shock, incomprehension and
         grief, the OPO counselor is introduced to discuss organ donation. The rapidly declining viability of the
         potential donor’s organs require that the counselor press on with obtaining organ donation consent, even
         though the next-of-kin are in no state of mind to consider this or any other complicated decision.

         If the counselor has no indication of the deceased's intentions on organ donation, she must use her powers
          of persuasion to obtain permission. This is frequently unsuccessful.

         If there is some indicator on the deceased’s driver’s license that he has signed a donor card, the odds of
         obtaining a donation increase, but are still not great in such an emotionally charged and chaotic situation.



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                                                        However, if there is a state registry involved, and the registry can
            •    A deadly “gap” exists
                                                        confirm that it has a donor card on file, then the counselor has
                 between cadaveric organ
                                                        a very strong argument, and can usually conclude the donation
                 donations and cadaveric
                                                        in an hour or two. Best is the Living Bank’s system, where a
                 organ demand, and it is
                                                        digital copy of the actual donation registration, with signature, is
                 widening.
                                                        stored in the data base, and can be instantaneously faxed to the
            •    Improvements in the organ              hospital, or even downloaded to the counselor’s PDA. Nearly
                 procurement process can                a 100% success rate has been reported when these conditions
                 narrow the “gap”, and save             ensue.
                 lives (the effect of “live”
                 donations is not included              The systemic changes to organ procurement in the U.S. then
                 here).                                 which can have a significant impact on the demand-supply gap,
                                                        are:

                     1) State laws facilitating legally defensible donor registration, and health organizations’
                        right-to-procure;

                     2) Establishment of designated state registries; and

                     3) Interconnection of state registries.

         2.6        State Donor Registries

         The 19 shaded states in the map below have facilitating donor consent regulations on the books, and allow
         donor status to be shown on driver’s licenses. These states represent exactly 50% of the U.S. population.

         About the same number of states have designated registries. Their number has been growing at 2 or 3 a year.
         These registries cover forty-seven percent of the country’s population so far, and there is significant overlap
         between states with facilitating donor consent regulations and registries. Of the 4 most populous states, New
         York and Florida have newly established registries; California passed a bill last year to establish a registry;
         Texas has none.




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         The most likely new state registries in the near future are:

                                                                                             These four states become
             State                   Reason                                                  leading candidates for the
             California              Law passed in 2003 to establish registry.               Living Bank’s consulting
                                     �����������provided.                                    and IT services, after
             Arizona                 Received HRSA grant to establish registry.              the pilot states of
                                                                                             Tennessee and Nevada.
             Iowa                    In Planning stage.
                                                                                             The remaining 24 states
             North Carolina          Feasibility study underway.                             without registries become
                                                                                             longer process marketing
                                                                                             candidates.

         The following state registries characteristics are representative of the existing registry group:


                                 State              Funding         Size    Entry Portal         Operator
                            Colorado          Renewer Donation     2.0 M       DMV         OPO (Not for Profit)
                            Pennsylvania      Renewer Donation     3.8 M       DMV         DMV
                            New York          State Funds            .2 M      DMV         State Agency
                            Nevada            Renewer Donation       .6 M      DMV         Living Bank
                            Florida           Renewer Donation     2.8 M       DMV         State Agency
                            Illinois          State Funds           5+ M       DMV         State Office
                            Louisiana         OPO funds              .7 M      DMV         OPO (Not For Profit)


         Most states fund their donor registries, and sign up donors, through voluntary dollar donations at the time
         of license/registration renewals. The mature registries (> 5 years operation) can achieve data bases of from
         30% to 50% of their entire state’s population. Although these numbers may be suspect due to lack of regular
         purging, they do indicate that, in general, Americans want to donate their organs.

         Of the 20 states with official registries, 7 are operated by the state OPO, 11 are operated by state agencies,
         and 2 (Tennessee and Nevada) by the Living Bank. These other operators are not likely candidates to
         compete with the Living Bank’s future services. No state agency is likely to offer a registry operation
         service in another state and be acceptable there; nor is any out-of-state OPO. Only a 501(c)(3) disinterested
         third party like the Living Bank is likely to be acceptable and credible as a service provider.

         2.7 Potential and Value of Closing the Gap

         Hypothetically, any additional donor takes at least one priority recipient, and potentially up to seven, off the
         waiting list, and saves one or more of the 6,000 lives lost every year from the waiting list.

         Secondarily, the cost to the United States’ health care system represented by the organ waiting list is
         substantial. For example, it costs $100,000 a year to keep a patient on kidney dialysis, while that patient
         is waiting for a replacement kidney. Also, every time that kidney patient is hospitalized for organ failure,
         as they are several times a year, the hospital stay can cost $500,000. Very conservatively, then, if every
         candidate – liver, heart, lung, other organ – is costing the health care system a maintenance expense of at
         least $100,000 a year, the annual carrying cost of 83,000 candidates is over $8 billion.



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         Strokes account for 21,000 deaths a year in the U.S., and auto accidents another 42,000. After deductions
         of inappropriate donors because of age or existing disease, the
         Association of Organ Procurement Organizations (AOPO), of             • The greatest increases in
         which the Living Bank is an active member, has estimated that           organ procurement can
         15,000 donors are “missed” every year. Each donor can grant             come from an increased
         multiple life-saving organs (2 kidneys, a liver, a heart, 2 lungs,      number of registries and the
         etc.); historically, the ratio of transplant operations to cadaveric    interconnection of registries.
         donors has held very steady at 3.0X. Therefore, these 15,000
                                                                               • Slightly less than half of the
         missed donors potentially represent 45,000 life-giving operations
                                                                                 population is covered by
         a year. Hypothetically, this could reduce the waiting list to zero in
                                                                                 a registry today – notably,
         two years.
                                                                                 Texas is not covered – and
                                                                                 no attempt is being made to
         Even realizing a substantial portion of these “missed” donors
         would start shrinking the UNOS waiting list, rather then having it      interconnect.
         continuously grow.

         The impact in saved lives and avoided health care costs is quite large.

                                                              Analysis of the Living Bank’s Market
              •     The organ transplant waiting
                    list represents at least $8               2.8 Strategy
                    billion of health maintenance
                    costs annually.                           The Living Bank’s strategic objective is to significantly
              •     “Missed” organ donors may                 increase the procurement of cadaveric organs in the United
                    exceed 15,000 every year.                 States by improving the process of donor registration and
              •     Procuring a substantial                   registration retrieval. The strategy has two concurrent and
                    portion of these “missed’                 mutually supporting tracks:
                    organs could begin shrinking
                    the national waiting list, and            1) Become the Texas designated organ donor registry.
                    result in substantial savings             This will require passing legislation that will restructure
                    to the health care system.                the driver’s license renewal/auto registration renewal
                                                              process so that when license holders and automobile
                                                              owners are asked to become a registered organ donor,
                           they actually get put on a functioning registry, and voluntarily contribute a dollar to organ
                           transplantation. This will accelerate donor registration in the fourth most populous state
                           in the nation, generate funds to be used for organ donation education within the state,
                           and provide a credible base of operations for selling services to other state registries

                     2) Sell registry expertise to other states.
                        a) In states that do not yet have a registry,            To improve the organ
                        the Living Bank will recruit a not-for-profit            procurement process in the U.S.,
                        organization to establish that registry. For an          the Living Bank will:
                        upfront fee, the Living Bank will consult with           • Become Texas’s registry.
                        the not-for-profit on how to get the facilitating        • Sell expertise to other states.
                        legislation passed, how to work with the state’s
                        Department of Motor Vehicles, and how to
                        conduct effective education programs that result in registrations. The local not-for-
                        profit will hire staff for state government relations and education/PR, while contracting



The Living Bank International Business Plan                                                                                 11 of 35
                           operations to the Living Bank, to maintain their data base. This will be more cost
                           effective both for the local organization and for the Living Bank.

                                                                            The Living Bank will not attempt to
              The establishment of the Texas Registry will:                 become any other state’s registry. Just
                 • acclerate donor registration.                            as with Nevada and Tennessee, it will be
                                                                            a vendor of services only. Registries in
                 • generate funds for organ donor education.
                                                                            other states will be local organizations,
                 • provide credibility for selling services.
                                                                            potentially contracting some services to
                                                                            the Living Bank.

                           b) For those states that already have donor registries, the Living Bank will sell its
                           internet portal as the only available method of checking for out-of-state registration. A
                           toll fee can be charged every time another registry accesses the Living Bank’s data base.
                           Eventually, all states with registries could be interconnected through the Living Bank’s
                           portal. A donor registration anywhere in the U.S. should be instantly available to any
                           hospital in the U.S. In this way, a nation-wide donor registry data base will be created.
                           Unlike UNOS’s national organ recipient waiting list, however, it will not be an interstate
                           data base managed by the Living Bank. Rather, it will be interconnected intrastate
                           donor registries, facilitated by the Living Bank and recognizing local sensitivities to
                           state control of registries.

         2.9 Primary Customers

         The Living Bank’s primary customers, then, are driver’s license and auto registration renewers in Texas.
         These are the people the Living Bank most wants to add to its donor registry, and they presumably are more
         likely to be willing to contribute a dollar from their fees to organ transplantation.

         There are 6.3 million licensed drivers in Texas. Three
         hundred thousand new licenses are issued each year, and           1.6 million new and renewal licenses
         with a 5-year cycle, 1.3 million renew every year. There         14.9 million registrations
         are 14.3 million registered vehicles in the state, which         16.5 million
         re-register every year, and approximately 600,000 new
         registrations. The total annual potential market, then, is 1.6 million new and renewal licenses plus 14.9
         million registrations for a total of 16.5 million Texans.

         In a way, these are captive customers, at least in the aspect of being required by law to be exposed to the
         Living Bank’s solicitation every year as vehicle registrations are renewed and every 5 years as driver’s
         licenses are renewed.

         The demographics of these customers are ideal for organ donations, as they are all adults, fit enough to be
         operating automobiles, and generally represent the ethnic makeup of the population of Texas.

         2.10 Size and Revenue

         Texas did initiate a $1 donation program with license renewal in 1997. The program was de-emphasized and
         allowed to go dormant in 2000.Nonetheless, the program collects $300,000 each year, for a 30% contribution
         rate. This is a minimum contribution rate to use in calculating revenue. The auto registration process will



The Living Bank International Business Plan                                                                             12 of 35
         most likely have a lower contribution rate, since it occurs
         more often remotely rather than in person. Even reducing                •   There are 16.5 million drivers
         it by one-half, to 15%, suggests a total revenue of $2.5                    license and auto registration
         million ($.3 million + $2.2 million) in the first year of                   transactions every year in
         full operation. With a structured mechanism and funded                      Texas.
         education programs, it should increase significantly from           •       These should generate a
         there.                                                                      minimum of $2.5 million
                                                                                     in donations in the first year
         2.11 Channel of Distribution                                                of operation

         The Living Bank will reach its customers through the Texas
         Department of Transportation (TX-DOT), which administers the Department of Public Safety (Texas’s
         DMV) and its licensing and registration programs. Since organ donor registration and dollar contribution
         are not in its charter area, the Living Bank will have to have legislation passed or an executive order issued,
         re-initiating the organ donation registration program in the DPS, and designating the Living Bank as the
         recipient of signed donation registration forms and monies collected.

         For incentive’s sake, the Living Bank would deduct 20% of contributions collected every year to reimburse
         DPS for its programming changes and additional labor. Therefore, the first year’s revenue would be net
         $2.0 million.

         2.12 Benefits of Customer Market

         This approach to soliciting registration consent forms and dollar donations from auto license and registration
         renewers through the Department of Public Safety has two distinct benefits for the Living Bank’s business
         strategy:

                     1. It provides an ongoing and assured stream of revenue to fund expanding education and
                        public relations programs, and technical infrastructure.

                     2. It creates an insurmountable barrier to entry for any potential competitors in Texas.

         Since Texas is one of the most populous states in the nation, the Living Bank’s data base and technical
         infrastructure should gain a size advantage over other states registries in a matter of a few years.

                                                           2.13 Secondary Customers
               •    Working through the TX-DOT
                    to solicit DPS (Texas’s DMV)           Interested not-for-profits in states without donor registries
                    customers for donations and            and established state registries are secondary customer
                    registrations gives the Living         targets in the Living Bank’s business plan. As shown in the
                    Bank’s business plan security,         Industry section, there are 20 established state registries, and
                    barriers to entry, and size            30 states without registries.
                    advantages.
                                                          In states without registries, the Living Bank would solicit
                                                          introductions from local, state and national government
         officials to potential state agencies or non-profits which might be interested in establishing a donor registry
         operation. The Organ Procurement Organization (OPO) in the state would be another logical place to solicit.
         The interested non-profit would first have to receive a grant or other funding for establishment. This would



The Living Bank International Business Plan                                                                                   13 of 35
         be a good test of the organization’s competence and seriousness. Part of this initiating grant would go to the
         Living Bank as an upfront payment for procurement of its consulting services and backroom operations.

         When the Living Bank’s Internet-based registry was established in 2002, the Living Bank offered its registry
         services on a pilot basis to the states of Tennessee and Nevada at no charge. The organization is currently
         in negotiation with both states to continue those services within a fee-based system. The results of those
         negotiations will form the basis of an established fee structure for expansion of the Living Bank’s services
         to additional states. The negotiations are expected to result in a monthly fee of approximately $3,000 per
         month. This is the figure that is used in the financial plan for two state clients starting in 2005.

         The registry referral service for existing state registries is less well-developed at this point. The concept is
         to approach state registries with a toll fee contract, getting them to commit to use the Living Bank’s internet-
         based portal for all their out-of-state registration checks, and to allow the Living Bank to connect that state’s
         registry to the Living Bank’s portal.

         Finally, the local health care industry, especially OPOs, will be a customer group for the Living Bank.
         Education and support for using the registry will be key here.

         2.14       Competitors
                                                                     Location   Status           Organ Donor Involvement
         There is no other existing donor
         registry in Texas. The Living Bank        Statline          Denver,    For Profit.     Call Center serving 130 organ, tissue
         is leading the legislative effort to      1998              CO         Private Company and eye banks in 45 states

         become the official state registry.                                                     Offering donor registry development
                                                                                                 services to clients
         The current operators of other
         state registries—OPO’s and local JohnstonMcLamb/R3 Chantilly, For Profit.          Developed data base software for
                                                  1991             VA       Private Company OPO’s in Lousiana and Arkansas
         state agencies—are not viable
         competitors for the Living Bank’s
         consulting/data processing services, for the reasons stated in 2.6 above. More likely potential competitors
         are organizations which run donation call centers, like Statline, and organizations who provide data bank
                                                           turnkey solutions, like Johnston McLamb/R3.
                • The conversion of the
                    Tennessee and Nevada                   The Living Bank’s response to these potential competitors
                    pilot projects to for-fee will         will be in price and quality of service. The Living Bank
                    create the first state registry        should have a cost advantage over both; first because it
                    customers, and provide a               is non-profit and they are for-profit, and second because
                    model contract for additional          Texas residents will be investing in the Living Bank’s
                    state registry creation.               operations through donations, allowing it to sell its
                • Service fees per state will be           services to other states at-cost. Also, the Living Bank has
                    on the order of $30,000 to             years of experience in operating a large donor registry,
                    $50,000 a year.                        while the potential competitors have none.
                 • Potential competitors
                    are severely disadvantaged             Longer term competitive responses could be for the Living
                    by political or marketplace            Bank to consider entering the related businesses of these
                    restrictions.                          two companies, that is organ donation call centers, and the
                                                           sale/licensing of organ donor registry software.



The Living Bank International Business Plan                                                                                             14 of 35
                       “Many union members are living healthy lives today because they received life-saving
                        transplants...Many, many others have supported organ donation…We all need to be
                                 registered and our state needs to implement an official registry.”

                                                                   Richard Shaw
                                              Secretary-Treasurer, AFL-CIO Council of Harris County



         3. Marketing Plan

         3.1 Objectives

         The Living Bank’s primary marketing objective is to sell its service to Texas and other states without
         registries, and sell its interconnect to states with existing registries.

         The service includes the registry database, consultation services, review and feedback from users. The
         registry database is the only one of its kind in the marketplace. It is a database service that offers a user-
         friendly method to search for registrants and includes a
         facsimile of the donor registration form in the handwriting       Primary Markets:
         of each registrant. Communication with its users (OPOs)            • Texas and other states without
         allows the Living Bank to constantly make improvements            registries.
         to its system to better serve them. Additionally, once the
                                                                           • Interconnect states with existing
         Texas Legislature passes the bill to name the Living Bank
                                                                           registries.
         as the official state registry, it will be able to offer this
         additional expertise to other states that wish to follow suit.

         The secondary marketing objective is to increase the number of members in the Living Bank donor registry
         data base. This secondary objective contributes to the primary objective in that it is an effective education
         and fundraising (revenue generating) tool. While the primary source of these new registrants will be Texas,
         registrants from other states will also be pursued. This is potentially an extremely valuable tool in pitching
         data base services to other states. Having several thousands of a state’s registrants already on the Living
         Bank’s registry is a strong inducement to an organization to buy its services from the Living Bank.

         It is important to note that the Living Bank’s service as an unofficial registry for other states is only a
         temporary solution for those states. The organ procurement organizations of each state want to keep
         organ procurement education and leadership at a local level, thus necessitating official state registries and
         creating a need for the purchase of the Living Bank’s services. This service merely provides the states or
         organizations with the tools and services to run an effective system.

         3.2 Pricing

         Since the Living Bank’s data base platform has a high fixed cost and a low marginal cost, it will be able
         to offer its service at a very competitive price. The development of its product was at a cost of roughly
         $500,000, and its server maintenance cost is $4,000 each month, regardless of the number of entries. The
         initial plan is to begin by offering data base service for $3,000 per month per state. This amount contributes
         to the fixed cost the Living Bank would pay regardless, and is a reasonable amount to pay for each state, as

The Living Bank International Business Plan                                                                               15 of 35
         their development costs would be $0, and they would pay less for a complete service than they would pay
         for their server maintenance alone. As various states, e.g. Oklahoma, have set aside funds for adopting a
         registry, it appears this initial asking price is reasonable. As the marketing program progresses, the pricing
         strategy will continue to be reviewed and adjusted. The first opportunity to do this will be working with the
         State of Nevada on their Request For Proposal for donor registry data base services.

         3.3 Texas Sales Strategy

         The organ procurement industry has a significant political element to it. In selling its service to Texas, the
         Living Bank plans to carry out a major advocacy campaign to get the legislation passed in the 2005 Texas
         Legislative session. Preliminary work started in the last quarter of 2003 as shown in the Texas Legislative
         Flowchart that follows. Exploratory meetings have been held with Mr. Chase Untermeyer, Vice President
         of Governmental Affairs at the University of Texas School of Public Health to plan an advocacy strategy.
         The process of building support with Texas Health Commissioner Dr. Eduardo Sanchez and with LifeGift,
         the largest OPO in the state of Texas, has begun. Indictions of support have also come from Victoria Ford,
         the Health Services Policy Director of the Texas Governor’s Office and from the office of State Senator Jane
         Nelson, the chair of the State Senate’s Public Health Committee.

         The Living Bank is in contact with the following parties who would play some role in the campaign to
         achieve official registry status of the Living Bank:

                     •     Texas Department of Transportation—Driver’s licenses and motor vehicle
                           registrations are within the jurisdiction of the subdivisions of this department.
                     •     Texas Department of Health—This department
                           sets policies and procedures that relate to anatomical
                           gifts.
                     •     Governor’s Office—Advisors to the Governor
                           provide interface between different departments of
                           the state.
                     •     Texas Education Agency—Driver’s education falls
                           within the jurisdiction of this agency, therefore the
                           organ donation education component will also fall
                           within the jurisdiction of this agency.
                     •     Texas On-Line—This agency is specifically assigned
                           to the on-line registration of driver licenses.
                     •     Texas Legislature Health Issues Committee in the
                           House of Representatives and the Senate
                     •     Texas House of Representative and Senate
                           members of both parties
                     •     Medical Community—This includes Texas Medical
                           Society and Medical Societies of large Texas counties
                           (i.e. Harris, Tarrant) as well as prominent transplant surgeons such as Dr. Denton
                           Cooley.
                     •     Texas Association of Health Underwriters—This is the professional association of the
                           state’s health insurance underwriters.
                     •     UNOS Region IV—The regional office of the United Network for Organ Sharing, the
                           organization that, under federal contract, maintains the nation’s waiting list.



The Living Bank International Business Plan                                                                               16 of 35
         The Texas legislature last
         addressed the subject of
         anatomical gifts in the 75th
         legislative session in 1997.
         The relevant statute for the
         Department of Public Safety
         states in part, “The department
         and other appropriate agencies,
         in cooperation with qualified
         organ, tissue, and eye bank
         organizations, shall pursue the
         development of a combined
         statewide data base of donors.”
         The Living Bank will build
         its advocacy campaign on the
         foundation of this legislation to
         persuade the legislators to declare the Living Bank as the official Texas registry since it will not burden the
         state budget and would fulfill the requirement of the 1997 legislature.


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The Living Bank International Business Plan                                                                                       17 of 35
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The Living Bank International Business Plan                                                                                       18 of 35
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         3.4 Sales Strategy for Other States

         In selling services to other states with and without registries, the marketing strategy is to network from
         several directions. The Living Bank has working partnerships with a variety of community and national
         organizations such as the Association of Certified Public Accountants, the Boy Scouts of America, Rotary
         International, Kiwanis International, and the Lions Clubs International. Experience has shown that these
         networks are a valuable source of alliances. The pilot programs in Tennessee and Nevada were both secured
         through involvement in Rotary International’s Share Your Life program. Relationships will be developed
         with Organ Procurement Organizations and Directors
         of Health Services Policy in each targeted state. Long
         standing relationships already exist with many of these       • The marketing plan will serve three
         organizations and individuals.       Local and national            groups of customers: registrants, state
         conferences on transplantation also serve as networking            agencies and registries, and OPOs/
         events.                                                            health care organizations.
                                                                       • Programs will vary by target, from
         Additionally, the national newsletter is sent to Living            networking to internet to Point-of-
         Bank registrants and other interested parties. This                Sales information to conference papers.
         consistently generates donations for the Living Bank,
         educates readers, and assists in advocacy.

         3.5 Internet Marketing

         The Living Bank marketing plan to achieve official Texas State Registry status will also include the
         deployment of next-generation online advocacy campaign tools to maximize web and email channels. There
         are powerful and proven platforms of online application software that are currently being used in advocacy
         organizations (e.g. moveon.org,) and for sending letters and emails to legislators for targeted issues. Among
         the companies that provide software solutions for the next generation online tools are Convio and Kintera.
         The Living Bank is currently developing its strategy for a next generation interactive website that will

The Living Bank International Business Plan                                                                                        19 of 35
         channel the visitor into donor registration, volunteer sign-up, fundraising, story posting, and advocacy
         modules. Texas visitors will be able to send a preformatted letter of support to their representative and
         senator in the Texas legislature supporting the passage of the bill to establish Living Bank as the official
         Texas registry. This is a low cost and potentially far reaching approach to obtain support, new registrants,
         and donations.

         3.6 Performance Measurements

         The goal is to have a six million-name donor data base, increase OPO accesses to 10,000 per year, and grow
         the network of interconnected states registries to six by the end of FY2006. (See Plan Objectives, Financial
         Plan section 6.4 for all objectives).

         3.7 Marketing Channels and Methods Summary

                           Group                  Channel                  Material                   Content
                     1. Adult population of    Radio                Ad copy                   ∞   Value of donation
                     potential registrants                          POS posters & video       ∞   How to register
                                               Print news           Kiosks
                     Special focus on                               Videos
                     underrepresented          DMV                  Brochures
                     ethnic groups – blacks,                        Donor registration
                     Hispanics                 Health Fairs
                                                                    forms
                     2. State agencies and     Health care and      Presentations         ∞   Value of registry in increasing
                     registries, including     state service        Videos                    organ donations
                     potential registries      conferences          Final copy papers     ∞   Success and expertise of the
                                                                    Best Demonstrated         Living Bank
                                               Professional         Practice & Success        o Establishing registries, and
                                               publications         Story summaries               facilitating legislation
                                                                                              o Operating registry, and
                                               Endorsements                                       marketing
                                               (health care                                   o Interconnection
                                               officials, elected
                                               officials, grant
                                               organizations)

                                               Lobbying
                     3. OPO’s, and             Consultants and      Procedure manuals     ∞   Value of registry in increasing
                     supporting health care    trainers             Training materials        organ donations
                     organizations                                  Presentations         ∞   Use of the Living Bank
                                               Health care          Final copy papers         registry system
                                               conferences          Best Demonstrated
                                                                    Practice & Success
                                               Professional         Story summaries
                                               publications

                                               Endorsements




The Living Bank International Business Plan                                                                                     20 of 35
                      “The department and other appropriate agencies, in cooperation with qualified organ,
                    tissue, and eye bank organizations, shall pursue the development of a combined statewide
                                                      data base of donors.”

                                                                        SECTION 521.401(c)
                                                                   Texas State Transportation Code


         4. Management Plan

         4.1 Present Organization
                                                                                                                   ������������ �����

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         into two functional areas—                                                                                �����


         Institutional Advancement,                                                                                                      ����� �������
                                                                                 ������� �������             ��������� � ���
         and              Operations.                                              ���� ��������               ���� ��������
                                                                                                                                        ������ ������� �
                                                                                                                                              ����

         Operations is responsible
         for the database, data                                                                        �������������� �����
                                                                                                ���� ������

         communications,          and
         business functions of the                           ������������� �����������                                                                    ����������

         Living Bank, e.g. data
         input, payroll, accounts           �����������              ���������              �����������
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         receivables and payables,            ����������           ���� ���� �������         ���� �����                          ����� ������               ���� ���    ������ ������


         and maintenance of all                                      ��������� ���������
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         equipment and facilities.                                       ���������                                               ������������� �����     ������������� �����
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                                                            ���

         Operations       is      also                                                                       ������ �������

         responsible for the planning                                 ����������
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         of all these functions.
         Institutional Advancement
         is responsible for all the
         programs that promote the mission of the Living Bank, e.g. donor education and registration, community
         outreach and publicity, and relations with other agencies, including OPOs. Institutional advancement is also
         responsible for grant proposals and fund raising.

         4.2 Management Staff

         Ms. Lisa Whitaker, President and CEO, reports to the Board of Directors through its Chair, Mr. Gaylord
         (Gee) Johnson. Ms. Whitaker has extensive experience in the management of non-profit organizations,
         having previously served in management capacities at AmeriCares (New Canaan, CT), and Medisend
         (Dallas, TX).

         Ms. Whitaker has two prime advisors for the proposed business venture. Mr. Jamie Robertson, Esq.,General
         Partner with the law firm of Locke, Liddell & Sapp, has volunteered to provide legal advice related to
         passing legislation in the Texas Legislature for establishing an official Texas donor registry. Mr. Robertson
         has a long-standing relationship with the Living Bank; his mother was one of the founders of the Living
         Bank.

The Living Bank International Business Plan                                                                                                                                             21 of 35
         Mr. Frederick L. (Rick) Whitaker, principal of Invictus Energy Group, has volunteered to be Venture
         Advisor for the Texas Registry business venture of the Living Bank. Mr. Whitaker received his BS, cum
         laude, from The United States Military Academy (West Point) and his MBA from Harvard Business School.
         Mr. Whitaker is a pragmatic strategist and business
         builder with an extensive business background.          • The Management Plan is to build on
         He was previously employed by Booz Allen &                 the existing organizational structure
         Hamilton and Bain & Company. Mr. Whitaker                  and staff of the Living Bank.
         also served as a platoon leader in the 25th Infantry
                                                                 • Governance will continue through a
         Division in Vietnam, 1970-71. He is a published
                                                                    strengthened Board of Directors.
         author who wrote Tears in the Rain about his
         experiences in Vietnam.

         Mr. Syed Ahmed is Director, Programs and Proposals. Mr. Ahmed has 30 years of management and
         marketing experience with engineering corporations and experience with several non-profit organizations
         in volunteer capacities.

         Ms. Raissa Ogneva is Technical Resources Manager responsible for computer and communications systems,
         delivery of quality data and management of purchased services.

         Mr. Jose Luis Aguilar is Community Relations Coordinator. He is a 20-year veteran of the Living Bank. Mr.
         Aguilar organizes and participates in health fairs and makes presentations at schools, civic club meetings,
         local chambers of commerce, and other community gatherings. Mr. Aguilar is assisted by Ms. Erica
         Tavares.

         Ms. Lori Roy is the Database Manager responsible for all donor data input, tape back up and all other
         activities related to the operation and maintenance of the web-based national registry. She also serves as on-
         call supervisor and has worked for the Living Bank since 1998.

         Ms. Julie Wallin is the Controller. She is responsible for all financial records, including maintaining of the
         accounts ledger, payroll, accounts receivables and payables. She also acts as office manager. She is a 15-
         year veteran of the Living Bank.

         Ms. Sharon Williams is currently filling the Media & Communications position on a consulting basis. She is
         a professional communications consultant who specializes in providing full service communication services
         for small businesses and non-profits.

         The Living Bank currently employs MicroImage as its Information Technology consultant.

         A Volunteer Pool of approximately two dozen trained and experienced volunteers support both Institutional
         Advancement and Operations. On the Institutional Advancement side, volunteers set up and man the
         Living Bank’s booth at local health fairs and conferences as part of the Community Outreach function. In
         Operations, volunteers do the data input of donor registration forms received.

         4.3 Expanded Organization

         The expanded organization will build on the existing structure, as shown in the illustration above. To
         meet the Living Bank’s expanded responsibilities in donor registration and access, and other state agency
         coordination and relations, the following positions will be added and filled:


The Living Bank International Business Plan                                                                               22 of 35
                     •     Community Relations Assistant
                     •     Public Affairs Coordinator to work in the development of programs and proposals for the
                           business venture discussed above
                     •     Additional support staff (2) in the Operations area

         4.4 Governance

         The Living Bank is governed by a set of written bylaws, last updated in 1991. A Board of Directors governs
         the affairs of the Living Bank. Board members are elected for a four-year term. At present there are 14
         members of the Board of Directors. Following are brief descriptions of the current members:

                       Gaylord Johnson, Jr., Chair, owner, Gaylord Johnson Insurance Agency.
                       David S. Peterman, Secretary, Partner with Locke, Liddell & Sapp, LLP law firm.
                       Stan Florance, Treasurer, CPA, retired CFO of Republic National Bank.
                       Joan Anderson, PhD., Psychological Consultant and one of the original founders of the Living
                             Bank.
                       Kimberly Davis, Managing Director, LifeGift Organ Procurement Center (OPO), Houston,
                             Texas.
                       Tom Hollingshead, Arendale & Company, Certified Public Accountants.
                       Sarah Ackerman Howell, community volunteer and activist.
                       Tom Johnson, IT executive with Hewlett Packard, responsible for e-commerce.
                       Peter Shaper, CEO of Genesis Park, LP, venture consultants.
                       Gary Skarke, Managing Partner, Holland & Davis, a management consulting firm.
                       Sheldon Stovall, Associate Vice President for Diversity at the YMCA.
                       R. Patrick Wood, M.D., a renowned Liver Transplant Surgeon, Associate Professor, Baylor
                             College of Medicine.
                       Armando Zapata, consultant, health resources and management.

         In addition Dr. Denton Cooley, the noted heart surgeon, and Mr. Bill Teague, CEO of Gulf Coast Regional
         Blood Center serve as advisors to the Board of Directors.




The Living Bank International Business Plan                                                                           23 of 35
                        “We believe this report provides an excellent overview of the state of donor registries
                       in the U.S. and appreciate its emphasis as a vital tool to be used by organ procurement
                                                           organizations.”

                                  Health Resources and Services Adminstration (HRSA) comment on the
                                  Office of Inspector General draft report “Organ Donor Registries 2002”


         5. Operations Plan

         5.1 Current Systems

         The Living Bank’s current IT operations and support are a purchased service, from an off-site, highly
         redundant and secure computer facility in San Antonio, TX. The datacenter where the equipment resides is
         a world-class, secured data center with 3 levels of security, ample UPS backup power, a 750 KW generator,
         and N+1 redundant HVAC systems. The center is Cisco-powered and has a 99% uptime guarantee. Five
         tier-1 backbone providers (AT&T, Qwest, Sprint, Time Warner, and UUNet) ensure speed and guaranteed
         100% network availability. The current contractual ageement states that any failed piece of hardware will be
         replaced within one hour. Equipment schematic is:




The Living Bank International Business Plan                                                                             24 of 35
         5.2 System Components

         Logically the system can be broken down into the components shown below.
                       1. External Data Source
                       2. External Data Consumer
                       3. Core Donor Database
                       4. Management and Administrative Interface for Donor Database
                       5. Input Interface
                       6. Output Interface

         External data sources are the group of providers that will feed donors data into the system. They can feed
         data online through a complete automated interface through web service or can feed data offline through a
         formatted data file, which preferably should be in XML. Web services also allow feeding of bulk data,
         while XML provides the necessary data validation and schema information about data feed.

         The External Data Consumer can consume data through the website or web service. The website will provide
         interface for the general public, organ procurement organizations (OPOs) and other agencies authorized to
         query the donor database. Web services provide the required automation for the external information system
         that may want to consume data. Access to web service or website may be authenticated and authorized based
         on the confidentiality requirement of data.

         Core Database acts as the repository for donor records. The Administration and management interfaces help
         maintain the donor repository.



                                                       System Components




                                  External
                                              Output                           Input       External
                                                                                             Data
                                Consumers
                                                          Donor Registry           W
                                                                                   e
                                                                                           Sources
                                                W                                  b
                                                e
                                                b        Management and            S
                                                                                   e
                                                                                   r
                                                                                             M   D
                                                                                                 e
                                                S
                                                                                   v         o   p
                                                i                                  i         t
                                                          Administrative
                                                t
                                     P          e                                  c
                                                                                   e         o   a
                                     u                                             s         r   r
                                                                                                 t
                                     b                                                       V   m
                                     l
                                     i                                                       e
                                     c                        Interface                      h
                                                                                             i
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                                                                                                 n
                                                                                             c   t
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                                                                                                 f

                                                                               (
                                                                               X       F
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                                                                               L
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                                                                                                 E
                                         P      b                              C       a
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                                    A    O      S                              S
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                                    g    ;      e                              V       d     o   r
                                    e    E      r                                            u   n
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                                                           Core Database       T
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                                                                                       i         t
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                                         l                                     )




                                                          Backup System




The Living Bank International Business Plan                                                                           25 of 35
         5.3 Future Scalability

         Web Servers can be grouped as a server cluster that provides even higher availability and load balancing.
         Computer servers can be deployed in a clustered environment that provides high availability. The data could
         be put on a Network Storage Device. Network Address Storage devices are specialized storage devices that
         provide highly scalable and reliable storage solution. NAS are expandable on demand. The diagram below
         shows how the current system can be scaled as required.




The Living Bank International Business Plan                                                                            26 of 35
                     “The savings in pain and suffering and in finding life-saving organs in time would be
                                                        inestimable.”

                                                      G.M. Worthington, Houston, Texas
                                                in the Houston Chronicle, December 19, 2003


         6. Financial Plan
              Fiscal Year July1-June 30th

         6.1 Three Year Income Projection ($)Increased expenses for salaries and marketing programs are offset by
         additional grants and donations, until the Texas state registrations donations begin in FY06.


                                                               Income Statement
                                                               Year End June 30

                                                                          FY03       FY04E      FY05E        FY06E

                            Revenue

                            Donations                                      125,048    125,500     200,000 2,000,000
                            Bequests                                        10,000     20,000      20,000    20,000
                            Corp. Contributions                             25,000      5,000      50,000    50,000
                            Grants                                          11,450    232,000     400,000    30,000
                            Other                                            6,160      7,200       7,200     7,200

                            Total Revenue                                  177,658    389,700     677,200 2,107,200

                            Expenses

                            Salaries/Benefits                              485,155    418,300     487,130      640,143
                            Office & Commo                                  85,497     82,200      90,000      140,000
                            Marketing/PR                                   115,760    196,000     250,000      750,000
                            IT                                              40,388     25,000      75,000      200,000
                            Fees, Ins, Int                                  35,792     39,828      40,000       40,000
                            Depreciation                                    56,715     45,000      45,000       45,000
                            Misc                                            35,117     23,500      23,500       23,500

                            Total Expenses                                 854,424    829,828 1,010,630 1,838,643

                            Operating Income                              (676,766) (440,128) (333,430)        268,557

                            Other Income
                            Endowment Dividends, Interest and Royalties     38,277     44,040      44,040       44,040
                            Liquidation of Endowment equity securities     234,582    360,128     253,430            0

                            Total Other Income                             272,859    404,168     297,470       44,040

                            Net Income                                    (403,907) (35,960)      (35,960)     312,597



The Living Bank International Business Plan                                                                              27 of 35
         The increases in salaries and benefits are due to four additional personnel, increase in existing salaries to
         industry levels, and restoration of contribution to the 401 (k) plan.


                                                                                     FY04        FY05         FY06
                                              Position     Salary     Benefits/Tax Total


                                Existing:
                                              Management $57,900 $20,600.00 $78,500.00
                                              Management     46,500        16,500       63,000
                                              Management     44,300        15,700       60,000
                                              Management     39,100        13,900       53,000
                                              Ops/Admin      30,600        10,900       41,500
                                              Ops/Admin      29,500        10,500       40,000
                                              Ops/Admin      22,900          8,100      31,000
                                              Asst           20,900          7,400      28,300
                                              Asst           17,000          6,000      23,000


                                              Total        $308,700 $109,600.00       $418,300 $460,130.0 $506,143.0
                                Additions:
                                              Ops/Admin                                                           40,000
                                              Ops/Admin                                                           40,000
                                              Asst                                                   27,000       27,000
                                              Asst                                                                27,000


                                              Total                                   $418,300    $487,130 $640,143.0




                                                                                                                           FY04
                                                                                            Expense Category
         The Marketing/Public Relations cost category is composed
                                                                                            Newsletter                      116,000
         mostly of the mailed newsletter program, which generates
                                                                                            Postage/Frt                      20,000
         donations,and numerous community relations programs                                Travel                           15,000
         – conferences, displays, etc.                                                      Printing                         10,000
                                                                                            Community Relations              35,000

                                                                                            Marketing/PR                    196,000




The Living Bank International Business Plan                                                                                           28 of 35
         Key Income Statement Assumptions

         Revenue
               •         Donations: Donations are driven principally by the Living Bank newsletter program.
                         Every issue of the newsletter brings in significant contributions from the mailing list. In
                         mid 2003 the newsletter program was revamped. The newsletter is
                         a major and growing source of individual donations and bequests.
                         FY06 will be the first full year of Texas state donations, which will
                         then become the main funding vehicle.
                    •    Corporate Contributions: Inattention to corporate contributions in
                         FY02 and FY03 led to reduced contributions in the current year.
                         The Living Bank’s effective new management has reinvigorated
                         the program to restore these contributions to historic levels.
                    •    Grants: Grants were also neglected in previous years. A significant
                         increase in grants is planned to bridge the funding gap until FY06
                         when Texas state donations initiate. The Yale-Goldman competition
                         is one example of the new grant sources being accessed; another is cooperative research
                         grants, such as the HRSA grants from the U.S. Department of Health and Human
                         Services.
         Expenses
                • Salaries/Benefits (explained in table above)
                • Office & Communications: This expense category was cost reduced in FY03
                   commensurate with declining revenue. In FY05 and 06 it will increase, keeping pace
                   with the successful implementation of the Living Bank’s strategy.
                • Marketing/PR(detailed in above table):The prime drivers of this expense item are the
                   newsletter, and community outreach programs, both of which grow in the next few years,
                   keeping pace with the successful implementation of the Living Bank’s strategy.
                • IT: Expensive services and internal operations were cost reduced in FY03 commensurate
                   with declining revenue. In FY04, IT physical operations were outsourced; costs and fees
                   will increase in the next few years, keeping pace with the successful implementation of
                   the Living Bank’s strategy.
                • Fees, Insurance, Interest and Miscellaneous: These items have been cost reduced; a cap
                   will be maintained on them as the Living Bank’s business grows.
         Other Income
                • Dividends, Interest, and Royalties: Assumed to continue at FY03 Actual levels.
                • Liquidation of Endowment: The Living Bank’s stock portfolio endowment will be
                   selectively liquidated in FY04 and FY05, to fund the Living Bank’s strategy until FY06,
                   when Texas state donations begin. At that time, the Operating Income excess will most
                   likely be used to replenish the endowment. In out years, this excess will be used to fund
                   increased community outreach and education programs and speed the establishment of
                   other state registries and their interconnection.




The Living Bank International Business Plan                                                                            29 of 35
         6.2 Balance Sheet

                                                               Balance Sheet
                                                  Years Ended June 30, 2001 through 2006(E)

               Assets                                     FY01           FY02           FY03         FY04E       FY05E       FY06E

               Current Assets
               Cash and cash equivalents                       92,510       73,534         29,470      36,462      25,858 27,670
               A/R and Accrued Investment Income               88,705        3,333          1,928      14,566      25,312 78,762
               Inventory                                        9,343        7,654          7,402       7,741      13,451 41,856
               Prepaid expenses                                12,275       10,197          4,045       6,035      10,487 32,633
               Total Current Assets                           202,833       94,718         42,845      64,803      75,109 180,921

               Investments                                  2,474,490 1,457,314           851,648 534,102 307,378 322,746

               Property and Equipment, at cost
               Furniture and fixtures                          41,487       56,665         56,665 54,699 95,053 295,771
               Office equipment                                93,518      217,105        216,099 219,099 222,099 225,099
               Less accumulated depration                      89,732      124,270        161,423 201,423 244,423 287,423
               Property and Equipment, net                     45,273      149,500        111,341 72,375 72,729 233,447

               Total Assets                                 2,722,596 1,701,532 1,005,834 671,281 455,216 737,115


               Liabilities and Net Assets

               Current Liabilities
               Line of credit                                  90,000            0         99,181 99,181 99,181 99,181
               Accounts payable and accrued exp.               36,273       84,195         46,528 50,093 87,049 270,865
               Total current liabilites                       126,273       84,195        145,709 149,274 186,230 370,046

               Deferred Rent                                     8,822          4,060          339           0           0           0

               Total Liabilities                              135,095       88,255        146,048 149,274 186,230 370,046

               Net Assets
               Temporarily Restricted                          58,635         0               625   9,119 15,412 47,957
               Unrestricted                                 2,528,866 1,613,277           859,161 512,888 253,573 319,111

               Total Net Assets                             2,587,501 1,613,277           859,786 522,007 268,986 367,069

               Total Liabilities and Net Assets             2,722,596 1,701,532 1,005,834 671,281 455,216 737,115



         6.3 Sources and Uses of Funds

         Judicious sales of stocks in the Living Bank’s endowment fund make up the shortfall between Expenses and
         Revenues in FY04 and FY05. Initiation of State of Texas driver’s license donations in FY06 will make up
         this shortfall, and generate a positive cashflow from there forward. (See chart on following page.)


The Living Bank International Business Plan                                                                                              30 of 35
                                                             Sources and Uses of Cash
                                                        (Statement of Projected Cash Flows)
                                                           Years ended 2004, 2005, 2006

                                                                                     FY04E        FY05E       FY06E

                              Operations
                              Operating Income                                       (440,128) (333,430)       268,557
                              Interest, dividends and royalties received                 44,040 44,040           44,040
                              Depreciation                                               45,000 45,000           45,000
                              less A/R increase                                        (11,786) (10,118)       (50,325)
                              less Increase in inventory                                  2,932 (3,298)        (16,404)
                              Increase in accounts payable                            (16,991) 21,791          108,385
                              Increase in other current assets                            (203) (3,134)        (15,588)

                              Cash flows from operations                             (377,137) (239,149) 383,666

                              Investing
                              Capital expenditures                                      24,000 (24,885) (111,854)
                              Proceeds (reinvestment in) from endowment securities     360,128 253,430 (270,000)

                              Cash flows from investing                                384,128 228,545 (381,854)

                              Financing
                              Receipts under line-of-credit agreement                         0           0           0

                              Cash flows from financing                                       0           0           0

                              Net change in cash                                         6,992 (10,604)          1,812

                              Cash, beginning of year                                   29,470      36,462      25,858

                              Cash, end of year                                         36,462      25,858      27,670




         6.4 Plan Objectives

         The Living Bank will measure its success over the next three years
         primarily by additions to its donor registration data base. The                      Enterprise Value:
         plan is to grow this to six million entries in FY06, the largest in                  $1.37 million
         the U.S. Secondary measurements are increase in OPO customer
                                                                                              Internal Rate of Return:
         usage, to 10,000 accesses. The Living Bank will grow its network of
                                                                                              31%
         interconnected state registries to 6 in FY06.
                            (See chart on following page.)




The Living Bank International Business Plan                                                                               31 of 35
                                                       Objective                         FY04        FY05        FY06


                                  1. Data Base                                           2.3M        3.0M        6.0M
                                  (# of Registered Donors, total, in millions)

                                  2. Additions                                            .6M         .9M        3.0M
                                  (# of Donors added, in that year, in millions)


                                  3. Accesses                                             .5K         2K          10K
                                  (# of times users access data base, that year, in
                                  thousands)

                                  4. States                                                3           4           6
                                  (# of states interconnected thru LB, end of year)



         6.5 Social Return On Investment (SROI)
         (based on material at www.redf.org)

         Estimating the Social Value of the Living Bank’s business plan rests upon estimating the Social Value of
         organ transplants to American society. This requires a very rigorous and technically qualified research study
         of individuals who receive successful transplants, parameters of quality of life that are gained through
         transplants, by organ type, avoided health care system costs, and a variety of other factors. A survey of
         professional and scientific papers has uncovered no studies in this area to date.

         Without a pre-existing study to draw upon, the Living Bank can only make the grossest of estimates as to
         the value of its business plan to our society. Even these gross and unsupported estimates, however, show
         the Blended (Enterprise and Social) Value to be very significant – on the order of billions of dollars – and
         the rate of return on investment to be infinite, in practice.

         It should be noted that registries are the only means of quantifying the level of commitment to organ
         donation by the public. The Living Bank’s registry has the capacity to run statistical reports using a wide
         variety of criteria and has provided that service to the state of Nevada.

         Enterprise Value - $1.37 million, Internal Rate of Return 31%

                                                                   Assumptions (all references are to 3 Yr Pro Forma
                            Factors
                                                                   Projection, in 6.1 above)

                                                                   All Grants in every year, plus Other Income
                                 ∞ Investment                      All other revenue in any year is considered period
                                                                   revenue, not investment
                                 ∞ Return                          Annual Net Income, plus Depreciation
                                 ∞ Discount Rate                   8%
                                                                   3 Yr Projection, plus additional 9 years (12 total)
                                 ∞ Period of Evaluation            FY06 Pro Forma is used for out-years, with no
                                                                   adjustment
                                 ∞ Inflation                       Zero


The Living Bank International Business Plan                                                                              32 of 35
         Social Value - $ billions

         It is assumed that the economic value of additional organ donations, and therefore successful transplants,
         fall into two areas: avoided health care system costs and additional years of productive life for recipients.

         Perhaps the most important assumption concerns the number of additional donors, and therefore organs, that
         the Living Bank’s business plans would create in registration nationwide, if successful. The assumption was
         made that by Year 6 (FY09), the Living Bank’s activities would generate an increase in donors of 50%, or
         3,000 new donors a year. At the historic rate of three successful transplants per donor, this would mean an
         additional 9,000 transplants a year.

         Using the kidney transplant example (two-thirds of all transplant operations) of a $100,000 savings in health
         care costs per transplant, this suggests a savings of $900M a year.

         It was assumed, conservatively, that each additional transplant added on average five productive years to the
         life of the recipient. The value of each additional productive year was taken at the U.S.’s current average
         GDP per capita, which is roughly $27,000. For 9,000 additional transplants, this is 45,000 additional
         productive years, and an NPV of $10 billion over 10 years.

         What is not included in this analysis is the total cost of the transplant operations themselves. The assumption
         was made that these operations are approved by society to save lives of fellow citizens, and that to value
         such an operation one must put a dollar value on life itself. To avoid this ethical question, it was assumed
         that the return on the cost of each operation was a life, and that only the benefits post-operation (health care
         savings and productive years) would be considered in this analysis.

         Blended Value - $ billions, infinite IRR

         Adding the Enterprise Value and the Social Value together produces a very significant Blended Value for
         this business plan. Truly, SROI of organ transplants is a fertile area for rigorous study by a research-based
         health organization, and the foregoing is a very crude first approximation of an answer. Nonetheless, if these
         conclusions are even if fractionally correct, the Living Bank can produce billions of dollars of Social Value
         into the future.




The Living Bank International Business Plan                                                                                 33 of 35
                           “In the home state of the Living Bank, the only national web-based organ donor
                                             registry, there is no official donor registry.”

                                                             Lisa Whitaker
                                              President & CEO, The Living Bank International




         7. Risk Assessment and Contingency Plan

         Because of the magnitude of the expenses needed to ramp up and execute the strategic plan in the next three
         years, creating new revenues becomes the greatest risk in the Living Bank’s future. Becoming Texas’s
         official registry, and gaining access to license renewer donations, is basically a legislative process, and
         subject to those risks. Selling services to other states may be subject to bid processes. Therefore, grants
         and other donations must be increased to fund the
         start up of the Living Bank’s strategy over the next
                                                                     • The most serious risks to the 3-year
         two to three years. This is how the Yale School of
                                                                         plan are in Revenues.
         Management-Goldman Sachs grant would be used,
         if obtained                                                 • These risks can be offset with
                                                                         adjustments to the organizational
         The principal methods to be employed by the Living              expansion plan, and changes
         Bank to ameliorate these risks are detailed planning,           in the sale of endowment stocks.
         flexible execution by experienced management, and
         using the sale of stock in its endowment to adjust to
         timing changes. In addition, the Living Bank is negotiating with its largest bequestor to gain access to the
         bequest early, i.e. before her death. If successful this could provide a significant risk buffer in FY2005/6.

         Risks to the strategy can and will be controlled, but cannot be entirely eliminated. However, the return of
         saved lives, improved quality of life, and reduced health care costs from success make the risk taken well
         worth it for all involved.
                                                (See chart on following page.)




The Living Bank International Business Plan                                                                              34 of 35
                                              Risk             Probability         Severity            Contingencies
                                  Financial:                  Moderate         Serious:          ∞ Education efforts with
                                  - Texas registry is                          $2M donations       state legislature must
                                  delayed from ’05                             delayed until       emphasis urgency, as
                                  session to ’07 session                       FY07                well as benefits
                                                                                                 ∞ Delay hiring of
                                                                                                   additional personnel,
                                                                                                   and increase in
                                                                                                   education programs, by
                                                                                                   one year
                                                                                                 ∞ Early bequest could
                                                                                                   potentially offset this
                                                                                                   risk
                                  - Increase of grants to     Significant      Serious:          ∞ Delay hiring of
                                  $400k in FY05 cannot                         Increased           additional personnel,
                                  be achieved                                  revenue needed      and increase in
                                                                               to ramp up org      education programs, by
                                                                               for FY06            one year
                                                                                                 ∞ Sell more stock in
                                                                                                   FY05, to make up
                                                                                                   shortfall (limited to
                                                                                                   $400K)
                                  - Major cost item comes Insignificant:
                                  in at significantly higher All major
                                  amount                     expense
                                                             items are
                                                             discretionary,
                                                             and
                                                             controlled

                                  Operational:                Previously       Serious:          ∞ Move of IT to fully-
                                  - IT suffers major          Significant      Failure of most     redundant, secure and
                                  outage, causing loss of                      important           monitored purchased
                                  OPO access                                   customer            service completed in
                                                                               service could       March, 04
                                                                               lead to loss of
                                                                               business
                                  - Donor registrations are Significant        Moderate:
                                  in larger volume than                        Unentered         ∞ Pre-qualify outside data
                                  anticipated, and in paper                    registrations       entry purchased-service
                                  format                                       would cause         for fast employment
                                                                               out-of-date
                                                                               registry
                                  Education/Outreach:         Significant      Moderate          ∞ Sell these states
                                  - New state registries do                    Loss of cost        interconnection service,
                                  not want/are not able to                     sharing for IT      at least.
                                  purchase their IT                            operations.
                                  services from out-of-
                                  state vendor.
                                  - Texans cannot be          Insignificant                      ∞
                                  motivated to register or    Experience
                                  donate in significant       of other state
                                  numbers                     registries
                                                              imply very
                                                              high levels of
                                                              participation
                                                              in Texas.


The Living Bank International Business Plan                                                                                   35 of 35

								
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