970 WEST VALLEY PARKWAY, SUITE 509 SAN DIEGO, CALIFORNIA 92025 PHONE: 760.233.2387

1. . 970 WEST VALLEY PARKWAY, SUITE 509 SAN DIEGO, CALIFORNIA 92025 PHONE: 760.233.2387 FAX: 501.639.6825 www.nethercomm.com . . C O R P O R A T I O N THIS PRESENTATION AND ANY DOCUMENTS ATTACHED HERETO, CONTAINS CONFIDENTIAL AND/OR LEGALLY PRIVILEGED INFORMATION. THE INFORMATION IS INTENDED ONLY FOR REVIEW BY THE AGREED RECIPIENT PER THE TERMS OF A PREVIOUSLY EXECUTED CONFIDENTIALITY AGREEMENT. IF YOU HAVE RECEIVED THIS PRESENTATION IN ERROR OR ARE NOT AWARE OF THE TERMS OF THE PREVIOUSLY EXECUTED CONTINENTALLY AGREEMENT PLEASE NOTIFY THE SENDER AND DESTROY THIS COPY. ANY DISCLOSURE, COPYING, DISTRIBUTION, OR USE OF THE CONTENTS OF INFORMATION RECEIVED IN ERROR OR WITHOUT AGREEMENT IS STRICTLY PROHIBITED.

2. . 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 industry’s 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.

3. . Broadband Background • The market for broadband services is enormous • 47 Million US Broadband Subscribers • 95 Million Domestic Cable/Satellite TV Customers • 112 Million Residential Telephone Lines in the US • Broadband Internet Subscriptions grew over 37% last year • 20 Million US Homes used Video-on-Demand in 2004 • 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, 57-84 Mbps will be needed • 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 The residential Broadband Industry will be worth $90B by 2009 representing a seven fold increase in revenue over the next five years. -- ARC Group (www.arcgroup.com)

4. . Nethercomm’s Intellectual Property Enables Delivery of Broadband Services Over Natural Gas Distribution Piping Nethercomm’s 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.

5. . Broadband in Gas (BiG) Network Technology Harnesses Basic Physics For Super-Efficient Signal Transmission • 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 • Using signals inside a buried conduit presents an unlimited private spectrum - very low-noise within the operating environment, zero conflict with external applications

6. Narrowband Communications (30KHz bandwidth) Spread Spectrum Communications (5MHz bandwidth) . Emitted Signal Power Ultra Wideband Communications (Several GHz bandwidth) “Ultra Wide Band” (UWB) is a Communication Technology Declassified by the US Defense Department in 1994 • 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

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

8. . Managed Network Operation Center High-Capacity Fiber Optic “First Mile” Sector Aggregation/Routing Middle Mile” connection Neighborhood network bridge “Last Mile” BiG Network Subscriber homes Nethercomm Broadband Architecture Nethercommis 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 Tier 1 Internet HEADEND NOC Television Feed Telephone Backbone Hub Hub Node Node Node w/ CPE hardware

9. . Nethercomm Has Compelling Advantages Over Conventional Broadband Technologies Pro: Wireless install saves time and trenching costs Con: Weather, buildings, and electronics may cause interference Fixed wireless 0.5 0.5 Pro: Uses CATV cable plant, low-cost CPE Con: Shared connection can overload, slow uploads, high OPEX 0.13 Hybrid Fiber Coax (Cable) 1.5 Pro: Data rates & cable life, low maintenance and power costs Con: Huge deployment costs, no consensus on preferred format 4.84 19.2 Fiber tothe home Pro: Link always delivers full bandwidth, good upstream rate Con: Expensive, slower downloads than cheaper alternatives 0.6 1.0 Digital subscriber Line (DSL) Pro: Connects via existing phone wiring, multiple ISP resellers Con: Performance drops sharply with range, susceptible to crosstalk 1.5 1.5 T1/T3 Pro: Near universal coverage reaches inaccessible locations Con: Expensive service and equipment, high latency, needs LoS 0.05 0.5 Satellite Broadband In Gas 40.96 40.96 Pro: fast, robust & reliable link enables full broadband Con: availability limited to areas with natural gas distribution Typical Bandwidth (Mbps)

10. . Nethercomm Technology Trumps The Competition In Subscriber Deployment Costs 7000 6000 5000 Per Subscriber Deployment Costs ($) 4000 3000 2000 1000 0 xDSL HFC FTTx BIG 500 100 500 100 CO and Distribution Headend OSP and Transmission Media 200 1100 5000 0 300 300 1500 400 CPE + Customer Installation

11. . 80 70 60 50 40 30 20 10 0 xDSL HFC FTTx BiG Nethercomm Presents A Compelling Value Proposition With The Lowest Cost and Highest Bandwidth Bandwidth (Kbps) per Subscriber Deployment costs($) 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.

12. Strong Technology Powers Critical Advantages Rock-Bottom Cost Basis • "Last Mile” Solution Leverages Current NG Infrastructure • High-Performance Network Delivers Superior Bandwidth • Robust Architecture, Reliable Operation • Excellent Scalability and Flexibility with Existing Plant . • 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 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 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 Nethercomm System Capabilities Drive Bottom-Line Benefits Strong Technology Powers Critical Advantages Rock-Bottom Cost Basis Tremendous Revenue Opportunities Competitive Position Strong Nethercomm delivers solid value tobroadband, telecom and gas utility providers

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