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Present * Future SUMMARY PRESENTATION THE BUSINESS PLAN THIS DOCUMENT CONTAINS CONFIDENTIAL AND PRIVILEGED INFORMATION INTENDED ONLY FOR THE PERSON NAMED ABOVE CONTACT: TELEPHONE: EMAIL: ADDRESS: William Yuan 408-892-5200 william@MediaG3 .com 140 South Third Street San Jose, CA 95112 Financial and Business Advisor: KEATING ASSOCIATES Page 2 EXECUTIVE SUMMARY (FROM THE MEDIAGS BUSINESS PLAN) MediaG3 Incorporated is a privately held California corporation that is owned by the founder, investors and employees. The Company has market proven rich-media email solutions to help companies of all sizes to achieve successful and cost-effective marketing and advertising campaigns. This summary business plan was developed to introduce MediaG3, Inc. to you and other investment partners who are interested in creating wealth by making equity investment in the Company. MediaG3 has a definite exit strategy by either initial public offering or merger/acquisition within three years. An infusion of $2,000,000 US from our investors would allow the Company to build and expand the business rapidly here and abroad. We could capture a major share of this new and greatly expanding market. It would permit us to develop sole source software products and continue our business expansion in the rich-media email market by rapidly deploying the proven rich-media email marketing campaign solution. MediaG3 is seeking an investor who will take a long-term interest in the Company and be an integral part of its future growth and profitability. The Company is prepared to issue 2,000,000 common shares of the equity for this investment. The return on investment from operations is projected from budget targets to be positive after year one. The Internal Rate of Return on cash flow from operations is 29.41% over the first three years and 57.88% over five years. WHAT WE ARE. We are not a "dot.com", although we have some dot.com companies as clients We are not an Internet marketing site. Although we have a website, we do not sell advertising space on the site. Our web-site is to assist our Sales effort and provide a direct channel to our clients. What we do is to sell to any company with money to pay for our advertising products and marketing campaign services. Our client may be a small family restaurant, a New York advertising agency or a giant Multinational Corporation. We have as potential clients the full spectrum of commercial and industrial businesses. Some of our clients are "new-economy" businesses and some are the oldest bricks and mortar - "old-economy1 - extant companies in the United States. What we are is a team of very talented artist, skilled technicians and management professionals who intend to capture, over the next few years, 15% of a fast growing $2 billion dollar market. Page 3 e i • Present • Kitwv Email Marketing Outlook t-M«L IS EXPICTEITO 'Commercial email will soon dwarf oostal mail. By 2004, U.S. marketers will send 200 billion smail messages, more than twice the 79 billion pieces of Hom&i-MaH Volume Forecast received annuallyJK*surfer Perwnal e-mail Page 4 IVi - Pracrat • F«iim* Rich-Media Acceptance According To Forecasters, over 61.6 million households (almost 90%) will "use" rich media at least ENTOT UJ.QNUNE HOUSEHOLDS PROJECTED TO USE PERSONAL RICH MEDIA AT LEAST ONCE A MONTH PageS Bast * Present • Future MEDIAG3 Active Client List • July 16,2001 Nestle New Line Cinema United Nations InMar Marketing Loomis Group Lucky Brand Jeans Mire Production Warner Brothers Global Access Packard Bell Agfa Cyber Accustic TravTech Burden Marketing Stanford University University of California at Berkeley University of California, San Diego MediaPlex, Inc. Targit Mail Streaming Media Magazine CERA Week eHotel HP Shopping.com Canon Page 6 Message Development (Story Board) Story Board Building Process First- Draft Story Board for inChorus Commercial Demo Siirie #1 Slide S2. Canon music infra "Canon software announces" QfKcs Ready Business Plans, ftte newest addition loour OfficeFteady product fine! Slide All the tools you'll need Slide flS Slide #S S>lrfe "•5635 Canon KNOW HOW aHE to create compelling tor any business including e-Commerce and internet! To learn more about OfffceReady Business Plans and other exciting software products from Canon Software Publishing, Visit our \vebsilef Finals music Page 7 Message Development (Complete Rich Media Message) SS FW: Canon Sollwaie Piesents... - Message (HTML! Fife Edit From: To; Cc; Canon Sates [ bcoxSiinChorus.corn . Sent: Tue 9/19/00 2:35 PM Subiecfci Nome about us other canon siSes contact ,b PageS Present • Future Email Advertising Is Here 42 Billion by 2003 Millions $2,500 -i 1999 2000 2001 2002 2003 SOURCE: EMARKETER, 2000 Page 9 INVESTMENT AND PERFORMANCE ANALYSIS BASED ON BUSINESS PLAN PROJECTIONS INVESTOR'S ROI ONLY INPUT VALUES FROM Cash Flow From Operations NPV • OPS CASH FLOW - 3 Years INTERNAL RATE OF RETURN - Discount Rate NPV • 5 Years Linear Cash Flow > 7% INTERNAL RATE OF RETURN - Discount Rate NPV • 10 Years Linear Cash Flow > 7% INTERNAL RATE OF RETURN - Discount Rate INPUT VALUES FROM After Tax Cash Flow NPV • CASH FLOW AFTER TAX - 3 Yrs. INTERNAL RATE OF RETURN - Discount Rate NPV CFAT • 5 Yrs. Linear Cash Flow > 7% INTERNAL RATE OF RETURN - Discount Rate NPV CFAT • 10 Yrs. Linear Cash Flow > 7% INTERNAL RATE OF RETURN - Discount Rate $ Measure NPV IRR $ 3,348,141 61.76% $12,515,612 87.11% $21,475,435 93.95% Measure NPV 621,662 IRR ^ ^ ^ ^ B^ ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ B ^ ^ ^ ^ ^ B ^ ^ ^ • I ^ H ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ H ^ ^ ^ ^ ^ M B B ^ ^ ^ ^ ^ B M ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ • ^ ^ ^ ^ •• H H ^ ^ ^ ^ ^ H B H ^ ^ ^ ^ ^ ^ ^ ^ H ^^ ^ ^ ^ ^•M ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ ^ M ^ ^ ^ ^ ^ ^ ^ ^ B ^ ^ ^ ^ ^ ^ 21.36% $ 6,943,050 64.35% $ 20,935,068 75.66% MANAGEMENT PERFORMANCE PERFORMANCE ANALYSIS OF OPERATIONS PROFITABILITY MEASURES YEAR 2002 2003 RETURN ON ASSETS (AFTER TAXES CASH FLOW ) Yield 2004 7,751,848 27.65% 7,408,945 71.26% 7,072,154 40.32% $ 2,718,095 -4.22% $1,594,000 -10.80% $ 2,554,123 -6.74% 4,582,382 28.78% 4,639,444 63.37% 4,220,963 35.41% RETURN ON SALES (TOTAL INCOME BEFORE TAXES ) Yield RETURN ON TOTAL EQUITY (NET PROFIT FROM OPERATIONS -AFTER TAXES) Yield NPV = Net Present Value • IRR = Internal Rate of Return • CFAT = Cash Flow After Taxes Page 10 William Yuan 17665 Tourney Road Los Gatos, CA 95030 408-892-5200 William Yuan has more than fifteen years of experience in software industry and Internet market space, including over ten years of successful track record as CEO in public corporations as well as software start-up companies. Mr. Yuan's vision and execution is instrumental for companies' positioning, growth and success. MediaG3, Inc. April 2001 to Present. President and Chief Executive Officer Responsible for creating vision, strategies and road map to lead the Company to become and maintain the leadership in the rich-media email market space. Maximize shareholders' investment and employees' reward by achieving optimized profitability in a relative short period. implement successfully all our strategic and tactical plans. inChorus.com, March 1999 to March 2001 President and Chief Executive Officer Mr. Yuan was brought on board as the CEO ofinChorus.com, a public company. He transformed the company from a consumer software product developer into a rich-media email marketing solution leader by repositioning the company from a static consumer software niche to an emerging $7.4 billion richmedia email market space. He leads the company onto a fast growing path, increased revenue by over 260% while reduced the cost by more than half, and puts the company on a track to become profitable. Mr. Yuan is directly in charge of marketing earned a leading position in the market place and recognition of inChorus branding, which resulted in establishment and fast growing of corporate customers and partners. On the rapidly expanding corporate customer list are American Express, Chase Manhattan, Nestle, HP Shopping.com, New Line Cinema, just to name a few. Mr. Yuan effectively articulated the vision and implementation plan with investment communities and press and created significant response and coverage as well as great relationships with both the investment communities and media. He raised and structured over $10 million investment for the company. Build the most talented team to Page 11 NetUSA, Inc. June 1997 to March 1999 Chief Operations Officer Mr. Yuan is responsible for operation, marketing and business development to propel NetUSA, a publicly traded company, into a prominent position in the rapidly growing Internet market and poise the company for its explosive growth. He has been instrumental in moving NetUSA from a software company with dying product into a well focused and fast growing Internet E-commerce Company. He created a new business plan which clearly defined the vision, strategies and direction for NetUSA and launched a new Internet business, *center.net - where e-commerce and content services meet. Mr. Yuan was Co-Founded, Chairman and CEO of Network Partners, Inc., in charge of business development, administration, operation and finance. He instrumented a corporate reorganization, which created a foundation and platform for Network Partners to take off as a much efficient and effective corporation. Mr. Yuan raised initial investment for the company, and established business relationships with various companies, investment firms, banks, government agencies and vendors. The company was successfully acquired in December of 1994. Mr. Yuan was Co-Founder, President and Chief Executive Officer of KPY Corporation, Sunnyvale, CA. Mr. Yuan led KPY from a start-up software consulting firm to a computer systems integration company with over $2 million revenue in three years; Acquired a computer maintenance company to improve cash position, expand product lines, market and customer base; Established partnerships with various hightechnology companies to provide technical customer support and software development. Established a joint venture software development company in China to utilize the dedicated engineering resources and gain access to the China Market. Managed software development activities. KPY was merged with NetUSA in 1997. Mr. Yuan has a degree in Computer Sciences from the University of California, Santa Cruz, and an MBA from National University with highest honor. Page 12 Carol A. Prior 232 Flynn Avenue Mt View, California 94043 650-938-9217, mobile 650-906-6668 cprior@att.net Professional Experience InChorus, com Santa Clara, California • November 1997-March, 2001 Vice President of Sales, Email Multi Media, Streaming Communications Software In this Pre IPO Company, my role was an integral part in taking the company public with the penetration of three new corporate/consumer based software products into the North American and international sales channels. Customers include Distributors, E-Commerce, OEM, and Strategic Partners, and Fortune 1000 companies. The company went public in October, 1998. • Established Company's first sales organization and marketing, which grew to sales, business alliance managers, producers, directors in two divisions, the inChorus Pro (streaming video and graphics) and the Voicelink consumer products,(rich media email.) Successfully licensed the inChorus technology to ClickAction, Inc. eCRM technology. Established license/partnership agreements in Europe.. Established rich media email revenue in multimedia marketing with companies such as New Line Cinema, HP, Nestle, Canon, and American Express. • Developed OEM relationships with Compaq, Sony, Packard Bell/NEC, France; Fujitsu, Midwest Micro, Micron, Compaq, Toshiba and Agfa, Belgium. • The net results were two million copies of Rich Media email consumer software distributed worldwide. • Negotiated strategic software partnerships with large E-Commerce and Internet Service Providers; AOL, Prima, Earthlink, Juno. • • • Norris Communications Inc, San Diego, California November 1996-October 1997 Vice President, Sales and Marketing. Internet Voice and Data Communications Software/Hardware In this Lee lacocca / Michael Klein funded company, and as a member of the executive team, the mission was to establish new markets, to lower overhead and to increase revenue. The sales channel included Distributors, Dealers, OEM, Volume end-users, Strategic Partners, and Value Added Resellers. The company specialized in digital voice compression through email. (Company Acquired & Relocated) • • • • Managed a $3M dollar division, which consisted of ten sales, marketing, technical support and public relations personnel. Redirected the sales and marketing departments, which lowered SG&A by 35%. Established a cross-functional team approach that increased sales revenue by 25%. Developed strategic alliance opportunities, i.e. developed the business plan to bring Voice It, a leading developer of voice recording technology into the medical and legal markets, who subsequently bought the company. Page 13 Resume of Qualifications Carol A. Prior Page 2 Quantum Corporation • October 1995-November 1996 Project Manager, Product Marketing Division, Computer Hardware & Software Solution. Responsible for the business development and execution for Quantum to enter the consumer market. • • • • • Responsible for P&L, ($1.2 M launch), product roadmaps, product marketing, marketing communications and sales projections Established the infrastructure, organization flow and functionality within four divisions. Directed business development through to contract negotiations with sales. Customers included distributors, dealers; value added resellers, and retailers. The result was $3 million dollars in sales in the first quarter of shipment. Maxtor Corporation • August 1992 - October 1995 Director, Retail Sales I was responsible for business development, strategy and execution for Maxtor to enter the consumer markets with branded product and by doing so established a new category in the computer retail market that is now generating a billion dollars in sales, today. • • • • Built revenue from zero to $500 million per year. Built market share from zero to 35%. Set up distribution channels and OEM channels. Negotiated $1M OEM contract with IBM. NEC Technologies, Boxborough, Massachusetts, • January 1983 - July 1992 Regional Director Recruited, trained and directed the largest of five regions with a staff of 35 sales, technical and marketing personnel in seven states • Grew the region from $500,000 to $135 million in sales per year. • Directed the business development, strategic alliances and partnerships for the new emerging technologies, from NEC Japan. Education: BA, Philadelphia College of Art, subsequent courses at University of Pennsylvania, UCSD, San Diego State University in marketing. Page 14 STEVEN J. KEATING 368 Euclid Avenue • Suite 305 • Oakland, California 94610 Phone or Fax: (510) 465-4979 (H) • Internet Address: DChandler4@compuserve.com PROFESSIONAL EXPERIENCE KEATING ASSOCIATES • Citrus Heights, California • January 1984 - Present • CFO & TURN AROUND MANAGER. Provided CFO and other management services, both as an outside consultant to the BOD, as a member of the executive committee or as the resident financial officer; to a wide range of companies both in the U.S. and internationally. Provided a full range of financial engineering, economic, MIS development, and strategic planning services. As an in-house CFO managed staff as large as two hundred and as small as five; companies ranged in size from US$10 million to US$400 million dollars in annual turnover. Provided legal and economic action plans. Designed corporate public and investor relations program and SEC reporting responsibility audit (control). Created strategic plans and development programs (including e-commerce sites) for public companies and private agencies. Served on various boards of directors or as advisor to BOD's. Developed major capital construction and business ventures in the U.S. and internationally. Provided financial, legal and tax structure to investment capital placements (PPOM, IPO). Designed, installed and managed various MI and cash management systems. Financial Analyst to World Bank, IFC, projects. Directed all CFO & CAO responsibilities for four companies including all SEC reporting and investor relations. Size: US$15 to US420 million. As CEO, completed corporate turn-around of a medical products manufacturer, a UNIX software company and a metal products fabricator. • • Managed six start-up operations from inception to profit (including medical products manufacturing, telecommunications). Business and legal advisor for development of two E-Commerce sites. Managed projects (products manufacturing, thermal energy production, and commercial venues) in China, Germany, India, Indonesia, Malaysia, Pakistan, & South America. Size: US$10 to $800 million. Provided business management services to a wide range of foreign & domestic companies, including start ups, turnarounds and business development, operations management, organizational structure & design, legal review, tax and financial planning, and major turn key projects. Worked with various national and private utilities companies and electricity boards in the USA and abroad to develop thermal and wind power projects. Size: US$100 to 375 million. Developed several marketing systems and two trade show exhibitions. Developed and managed four cash management systems. Provided financial engineering services. Designed developed and managed ten different management operating systems (MIS-EDP based). Installed 10 PC based systems and networks. Conducted compliance and financial audits in both an EDP and manual environment. Served on Boards of Directors and Executive Committees as Chair of the Finance Committee of a dozen corporations & agencies both as management and as an outside director. Administered SEC oversight. Arranged debt financing and equity funding for corporations with U.S. banks and other financial intermediaries. Experienced in commercial and investment banking. Produced strategic plans, private placements (PPOM) and public offerings (IPO) for public and private sector corporations. Economic advisor to World Bank, IFC, & EBRD Projects. Worked with major law firms as advisor on corporate management and economic issues and in the capacity of an expert witness in successful corporate litigation. • • • • • Page 15 STEVEN J. KEATING Resume • Page Two OTHER BUSINESS EXPERIENCE SOUTH BEND HOUSING CORPORATION • South Bend, Indiana • CFO & CAO. NATIONAL CITY BANK • Cleveland, Ohio • FINANCIAL ANALYST & LOAN MANAGEMENT. DEPARTMENT OF TRANSPORTATION • Tallahassee, Florida - INTERNAL AUDITOR. TWELFTH FEDERAL RESERVE BANK • San Francisco, California • FISCAL AGENT. FORMAL EDUCATION Florida State University • Tallahassee, Florida JD-MBA - Joint Degree Program - Law, Accounting & Finance • GPA 3.5 Graduate Fellowship. American University • Washington, D. C. Baccalaureate Program , Economics & International Relations • GPA 3.7 - BA 1969 Book Award • Scholarship • Graduate Fellowships. La Salle Extension University - Chicago, Illinois Baccalaureate Program, Accounting - 1966-1968 Professional Institutes: Various universities, locals and disciplines Accounting, computer systems administration, financial engineering, project management, Federal tax law and SEC regulations, mergers & acquisitions and computer programming.

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