MEMORANDUM

							WURTS                    ASSOCIATES


 MEMORANDUM
 To:      Board of Trustees, Fresno County Employees’ Retirement Association
 From: John Lee, Wurts & Associates
 cc:      Jeffrey MacLean, Wurts & Associates
 Date: June 27, 2005
 Re:      Encore Clean Energy Recommendation


 As part of DT Capital’s liquidation (for more information on DT Capital liquidation, please refer to “DT Capital”
 memo dated April 29, 2004) in April 2005, DT Capital distributed 46,914 shares of Encore Clean Energy,
 Inc. (“Encore”). Fresno County Employees’ Retirement Association (“FCERA”) received shares of
 Encore due to DT Capital’s original investment in Cryotherm, developers of cleaner energy
 technologies. Subsequently, Cryotherm was acquired by Forge, Inc. and thereafter changed its name to
 Encore Clean Energy, Inc. Below is background information on Encore and Wurts & Associates
 recommendation on Encore’s restricted shares.

 Firm Background:
 Encore Clean Energy Inc., formerly Forge, Inc., was established in Florida (May 1995) as a “permission
 based” email marketing and integrated advertising services company under several former names
 Emailthatpays.com, Inc., Tvtravel.com, Inc., and Realm Production and Entertainment, Inc. On May
 13, 2002, the subsidiaries were merged and incorporated in Delaware. The purpose of this merger was
 primarily to change the state of jurisdiction to Delaware and to change the name to Forge, Inc.

 On January 2003, FCERA initially invested $50,000 in Cryotherm Inc., a company in the business of
 creating and commercializing products for generating electricity without the burning of fossil fuels. On
 September 30, 2003, Forge, Inc. acquired Cryotherm, through a stock exchange. In December 2003,
 the new combined company changed its name to Encore Clean Energy, Inc. and as a result FCERA
 received 46,914 shares of Encore Clean Energy, Inc. As of June 14, 2005, these shares were worth 20
 cents per share, having a market value of $9,382.80.

 Currently Encore has two main business segments which include clean energy and internet advertising.
 The clean energy segment, formerly Cryotherm, is in its development stage and generates zero revenue.
 The internet advertising segment, formerly Forge, Inc., has separated into two divisions, Forge
 Marketing, which handles eDirect Marketing and Ignite Communication, which provides integrated
 advertising services. The advertising segment is Encore’s only source of revenue. Management plans to
 keep Forge/Ignite in operation to assist in financing the development of clean energy products.

 Encore Management:
 Daniel Hunter – Chief Executive Officer, Chief Financial Officer and Director
         Appointed in October 1999
         Hunter has been CEO and CFO of Ignite Communication
 Donald MacKenzie – President, Secretary and Director
         Appointed in October 1999




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        Formerly account executive from BCTV
 Lawrence Mitchell Shultz – Director
        Appointed in September 2003
        Founder of Cryotherm

 Beneficial owner (greater than 10% ownership)/Key Employee:
 Robert Hunt – Inventor
         Owns the intellectual property rights to clean energy technologies

 Restricted Encore Shares:
 Restricted shares, also known as Rule 144 shares, are stocks that are restricted from trading. These
 securities generally result from mergers and acquisitions. The intent is to make trading shares more
 difficult for shareholders for a given time period, generally one to two years. To liquidate FCERA’s
 current position in Encore, first the restriction must be lifted.

 If FCERA decides to liquidate shares of Encore now, before the end of the two year holding period,
 the Plan will need to employ legal counsel and hire a brokerage firm to execute the trades. The implicit
 and explicit costs associated with this procedure can be costly and timely. Additionally, given the size of
 the ownership in Encore, the cost may be a significant portion of the assets.

 If FCERA decides to liquidate Encore after the two year holding period (February 25, 2006), the legal
 fees and administrative costs associated with lifting the restrictions will be significantly less. In this case
 however, FCERA must also consider the market impact of holding the shares. The value of Encore
 can obviously increase or decrease during the eight-month holding period and FCERA may experience
 a gain or loss as a result.

 Conclusion:
 Given the illiquidity and the cost associated with liquidating Encore Clean Energy, Inc., Wurts &
 Associates recommends holding the shares until the end of the two year holding period (February 25,
 2006). We believe that at this time, more cost effective options will be available to FCERA. Wurts &
 Associates will review these options again at that time and assist FCERA with the liquidation. If you
 have any questions regarding this recommendation, please feel free to contact me at 310.297.1777.




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