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COMPANY CONFIDENTIAL Nethercomm Background Nethercomm is a privately-held Delaware corporation based in Southern California and led by start-up veterans who have extensive experience in developing and rolling-out new communications technologies. Nethercomm plans to deliver the industrys most capable and lowest cost last-mile communication technology by combining our intellectual property and proprietary technologies with established broadband and natural gas distribution systems..

COMPANY CONFIDENTIAL The market for broadband services is enormous 47 Million US Broadband Subscribers 47 Million US Broadband Subscribers 95 Million Domestic Cable/Satellite TV Customers 95 Million Domestic Cable/Satellite TV Customers 112 Million Residential Telephone Lines in the US 112 Million Residential Telephone Lines in the US Broadband Internet Subscriptions grew over 37% last year Broadband Internet Subscriptions grew over 37% last year 20 Million US Homes used Video-on-Demand in Million US Homes used Video-on-Demand in 2004 Last year 32 Million residences received telephone service from non-RBOCs Last year 32 Million residences received telephone service from non-RBOCs Adoption of broadband services remains constrained Today D/L rates average <3 Mbps; by 2009, Mbps will be needed Today D/L rates average <3 Mbps; by 2009, Mbps will be needed U.S. pays about $35/month for 1.5Mbps; in Japan, about $25 for 26 Mbps U.S. pays about $35/month for 1.5Mbps; in Japan, about $25 for 26 Mbps 80% do not have broadband, including half of those earning over $75K 80% do not have broadband, including half of those earning over $75K The residential Broadband Industry will be worth $90B by 2009 representing a seven fold increase in revenue over the next five years. -- ARC Group ( Broadband Background.

COMPANY CONFIDENTIAL Nethercomms Intellectual Property Enables Delivery of Broadband Services Over Natural Gas Distribution Piping Nethercomms proprietary system "piggybacks" high-performance broadband communications over existing natural gas distribution networks Broadband-in-Gas (BiG) leverages existing natural gas infrastructure to bridge the last mile which hampers other broadband approaches. Nethercomm invented the BiG technology and is developing and making BiG available through our development partners and strategic alliances..

COMPANY CONFIDENTIAL Nethercomm Wireless Transmission: --Uses wireless radio frequency (RF) transmission like a conventional radio station broadcasting through the atmosphere --Signal travels through the hollow center of existing Natural Gas distribution pipes like a coaxial cable, with the gas being the conductive wire Broadband in Gas (BiG) Network Technology Harnesses Basic Physics For Super-Efficient Signal Transmission Using signals inside a buried conduit presents an unlimited private spectrum -very low-noise within the operating environment, zero conflict with external applications.

COMPANY CONFIDENTIAL Ultra Wide Band (UWB) Communication: Extremely low-power transmission -- tiny fractions of a watt for safe, efficient transmission in flammable environment Spreads signal over a block of frequencies -- opposite of conventional radio, which puts high power into a narrow frequency band Wide-spectrum signal inherently robust, recoverable, and interference-resistant -- UWB redundancy keeps signal intact even if an external source jams a frequency Widely used for state-of-the-art commercial wireless and military communications -- high efficiency, high reliability, high performance Ultra Wide Band (UWB) is a Communication Technology Declassified by the US Defense Department in 1994 Emitted Signal Power Narrowband Communications (30KHz bandwidth) Spread Spectrum Communications (5MHz bandwidth ) Ultra Wideband Communications (Several GHz bandwidth).

COMPANY CONFIDENTIAL Nethercomms Advanced Encoding Techniques Use Digital Signal Processing to Enhance System Performance Multiple layers of security including full encryption and hardware authentication -- intrinsic data integrity checks, strong barriers to theft of data or services Automatic traffic compression for increased throughput -- maximize productivity of available bandwidth Digital keying" allows multiple streams to share the same frequency range -- can reuse same spectrum without conflict for multiple independent signals Intelligent protocol for robust network operation and quality-of-service management -- provides support for advanced applications such as partitioned VoIP bandwidth.

COMPANY CONFIDENTIAL Operational Overview of the Nethercomm System NODE HUB Network Operations Center. Ultra Wideband Transceiver NG Service Cable TV HDTV/VoD/IP Phone/VoIP Broadband Internet WiFi/WiMAX Other Services

COMPANY CONFIDENTIAL Subscriber homes Last Mile BiG Network High-Capacity Fiber Optic First Mile Managed Network Operation Center Neighborhood network bridge Middle Mile connection Sector Aggregation/Routing Hub HEADEND NOC Tier 1 Internet Node Nethercomm Broadband Architecture Nethercomm is enabling a complete broadband service combining its break-through last-mile technology with the best supporting infrastructure to deliver high-performance Internet, Television, Telephony, HDTV and other applications Television Feed Telephone Backbone w/ CPE hardware.

COMPANY CONFIDENTIAL Nethercomm Has Compelling Advantages Over Conventional Broadband Technologies Pro: Uses CATV cable plant, low-cost CPE Con: Shared connection can overload, slow uploads, high OPEX Pro: Wireless install saves time and trenching costs Con: Weather, buildings, and electronics may cause interference Fixed wireless Hybrid Fiber Coax (Cable) Fiber to the home Digital subscriber Line (DSL) T1/T3 Satellite Broadband In Gas Typical Bandwidth (Mbps) Pro: Near universal coverage reaches inaccessible locations Con: Expensive service and equipment, high latency, needs LoS Pro: Link always delivers full bandwidth, good upstream rate Con: Expensive, slower downloads than cheaper alternatives Pro: Data rates & cable life, low maintenance and power costs Con: Huge deployment costs, no consensus on preferred format Pro: fast, robust & reliable link enables full broadband Con: availability limited to areas with natural gas distribution Pro: Connects via existing phone wiring, multiple ISP resellers Con: Performance drops sharply with range, susceptible to crosstalk.

COMPANY CONFIDENTIAL Nethercomm Technology Trumps The Competition In Subscriber Deployment Costs CO and Distribution Headend OSP and Transmission Media CPE + Customer Installation xDSL HFC FTTx BIG Per Subscriber Deployment Costs ($) 0.

COMPANY CONFIDENTIAL Nethercomm Presents A Compelling Value Proposition With The Lowest Cost and Highest Bandwidth. This "Last Mile solution delivers a uniquely low CAPEX requirement. Subscriber connection costs are truly incremental allowing the incorporation complementary fiber networks. Avoided Last Mile work significantly shortens time to market and precludes many regulatory restrictions. Supports Residential, SME and Enterprise offerings on same network delivering shared build-out savings hence a key solution to digital divide initiatives. Provides added benefits of integrated gas line integrity monitoring, meter reading and tamper prevention. Bandwidth (Kbps) per Subscriber Deployment costs($) xDSLHFCFTTxBiG

COMPANY CONFIDENTIAL Nethercomm System Capabilities Drive Bottom-Line Benefits Nethercomm delivers solid value to broadband, telecom and gas utility providers Strong Technology Powers Critical Advantages "Last Mile Solution Leverages Current NG Infrastructure High-Performance Network Delivers Superior Bandwidth Robust Architecture, Reliable Operation Excellent Scalability and Flexibility with Existing Plant Rock-Bottom Cost Basis Low CAPEX using Innovative Design and Existing Pipelines Compact and Efficient Physical Plant Keeps OPEX Small Subscriber connection cost is truly incremental Actively incorporates complementary infrastructure Strong Technology Powers Critical Advantages Tremendous Revenue Opportunities Bandwidth Enables Full Range of Advanced Applications Bundled Services Maximize Revenue Streams Offers Multiple Product Tiers to Monetize Capacity Supports Residential, SME, and Enterprise on Same Network Tremendous Revenue Opportunities Rock-Bottom Cost Basis Competitive Position Strong Avoided Last Mile Work Significantly Shortens Time to Market Novel Architecture Precludes Most Regulatory Restriction Shared Subscriber Savings in Customer Acquisition, Invoicing Strong Product Improves Take Rate and Reduces Churn Competitive Position Strong.

Broadband access to the Internet will become as important as electricity was at the turn of the century - Business Week. C O R P O R A T I O N