1. Peter A. Sokoloff & Co. Specializing in Mergers and Acquisitions of Security and Telecommunications Companies. Peter A. Sokoloff & Co. 550 North Brand Blvd. Suite 1650 Glendale, CA 91203 (818) 547-4500, fax (818) 547-4388 e-mail: psokoloff@sokoloffco.com

2. Sokoloff & Company's mission is to provide intelligent, capable and timely advisory services to its clients, serving as a catalyst for healthy corporate growth by bringing together value- added financial and industry partnerships. Corporate Mission Statement

3. About Sokoloff & Co. 23 Years Investment Banking Experience Leading Specialized Sector M & A Firm

4. About Peter A. Sokoloff & Company Sokoloff & Company is an investment banking firm specializing in Telecommunications and Security mergers, acquisitions, debt and equity placements. Its founder, Peter A. Sokoloff has some 23 years of investment banking experience. Before founding Sokoloff & Co. in 1997, Mr. Sokoloff was co-founder, Executive Vice President and COO of investment banking firm, Cable Investments, Inc.. During a ten year period, Mr. Sokoloff successfully led the firm and its 22 employees through the completion of over $1 billion of debt, equity, acquisition and merger transactions. Pete Sokoloff began his investment banking career in 1980, working for Bill Daniels, known as the “father of cable television.” Mr. Daniels’ investment banking firm, Daniels and Associates has been a leading investment banking house serving the telecommunications field. Mr. Sokoloff provided financial analysis and developed the support infrastructure for the investment banking and brokerage organization. While with Daniels, he also assisted The Centennial Fund, which today is the largest Rocky Mountain venture capital organization, in raising its first fund’s capital. Mr. Sokoloff has advised and consulted with many major companies in the telecommunications field, including Time-Warner, TCI, McCaw Communications, U.S. West, Comcast Corp., Cox Communications, Century Telephone and many other firms serving the cable television, wireless and telephone industries. He has served as an appraiser and expert witness regarding telecommunications valuations for numerous clients ranging from the Internal Revenue Service to Paul Kagan Associates.

5. Security Industry Coverage

6. Telecom Industry Coverage Billing and Finance Newsletter

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9. Extensive Industry Knowledge Base Sokoloff & Co. tracks thousands of public and private Security and Telecommunications companies worldwide. We regularly meet with, and constantly gather market intelligence about these companies; We build strong relationships conducive to facilitating transactions. These companies cover the entire spectrum of telecom and security firms.

10. Sokoloff Business Principals Sokoloff & Co. represents either seller or buyer in each transaction, never both. We insist on full disclosure, because the trust and confidence that closes a transaction can only be generated when buyer and seller are completely open with each other. We never lose sight of the fact that M&A success is measured against how well things go after the closing of the transaction.

11. The Duties of the Seller’s Broker Conduct Full, Honest Disclosure. Provide an expected valuation range to the client. Prepare Executive Summary and Offering Memorandum. Identify qualified M&A prospects. Contact prospects and solicit interest. Attend and supervise prospect site visits. Oversee the bidding process and facilitate negotiations. Manage the closing of the transaction. Merger & Acquisition Fundamentals:

12. The Duties of the Buyer’s Broker Work with the Buyer and develop a workable and realistic target strategy Survey identified prospects to narrow selection and establish target companies. Conduct preliminary target due diligence with our client. This typically includes site visits, review of financial & operating data and valuation. Facilitate a favorable negotiation outcome and complete a Letter of Intent. Act as project manager to efficiently and accurately put the transaction through final due diligence, legal documentation and closing. Merger & Acquisition Fundamentals:

13. Contact Sokoloff & Co. Pete Sokoloff e-mail, psokoloff@sokoloffco.com Bernie Walko e-mail, bwalko@sokoloffco.com Peter A. Sokoloff & Co. 550 North Brand Blvd. Suite 1650 Glendale, CA 91203 (818) 547-4500, fax (818) 547-4388